Centerpoint Energy - Mississippi River

Third Revised Volume No. 1

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Effective Date: 12/01/2002, Docket: RP03- 51-000, Status: Effective

Third Revised Sheet No. 323 Third Revised Sheet No. 323 : Effective

Superseding: Second Revised Sheet No. 323

FORM OF

OPERATIONAL BALANCING AGREEMENT

(Continued)

Section 3.3 - In the event that a capacity constraint occurs on either

Party's pipeline system which results in curtailment of quantities through the

Interconnection Point, the Party on whose system the constraint has occurred

shall determine the reallocation of quantities to the Customers on such

Party's pipeline system. If the constraint occurs at the Interconnection

Point, the Party which owns the meter at the Interconnection Point shall be

deemed to have the constraint on its system. Pursuant to Section 1 above, the

confirmed nominations shall be changed to reflect such reallocation of

capacity.

ARTICLE 4

TERM

Section 4.1 - This Agreement shall be effective __________ and shall

continue until canceled by either Party upon forty-eight hours' prior written

notice. Any remaining Operational Imbalance will be corrected within thirty

days after the final Operational Imbalance is agreed to in writing by the

Parties, or within any mutually agreeable longer period of time.

ARTICLE 5

MISCELLANEOUS

[Section 5.1 - Complete as appropriate.]