Northern Border Pipeline Company

First Revised Volume No. 1

Effective Date: 09/08/2008, Docket: RP08-489-000, Status: Effective

Second Revised Sheet No. 300H.04 Second Revised Sheet No. 300H.04

Superseding: First Revised Sheet No. 300H.04

GENERAL TERMS AND CONDITIONS

38. NEGOTIATED RATES (Continued)

38.6 Limitations

This Section 38 does not authorize Company to negotiate

terms and conditions of service.

39. OFF-SYSTEM SERVICES ACQUIRED - SPECIFIC SHIPPER REQUEST

39.1 Company may acquire off-system services from third parties

at the request of a specific Shipper. Such services shall

be subject to the terms and conditions of Company's Tariff.

For purposes of transactions entered into subject to this

Section, the "Shipper must hold title" requirement shall not

be applicable to the acquired off-system services.

39.2 If a Shipper requests and Company agrees, to acquire

off-system services from a third party to provide services

for the benefit of such Shipper on Company's system,

Shipper may, on a non-discriminatory basis, be required to

pay Company, in addition to any applicable rates and

charges assessed pursuant to this Tariff, the rates and

charges Company is obligated to pay such third party for

the off-system service. Such charges shall be set forth as

separate items on the monthly invoices rendered to Shipper.

39.3 Any off-system services acquired by Company for the benefit

of a specific Shipper which is not being utilized shall be

offered, on a non-discriminatory basis, to Company's other

Shippers on a secondary or interruptible basis, pursuant to

the terms of Company's Tariff and subject to any applicable

third party charges. Company will indicate in its posting

of such off-system service available for service, whether

any third party charges will apply to the use of such

off-system service and whether such off-system service is

subject to term limitations. In no event, will service

under this Section 39 be beyond the term during which

Company has contracted to obtain the off-system service

from a third party.