Northwest Pipeline Corporation G P

Fourth Revised Volume No. 1

Effective Date: 05/21/2009, Docket: RP09-530-000, Status: Effective

First Revised Sheet No. 219A First Revised Sheet No. 219A

Superseding: Original Sheet No. 219A

GENERAL TERMS AND CONDITIONS

(Continued)

11. SERVICE AGREEMENT AND SERVICE CONDITIONS (Continued)

11.8 Shipper Buy-Out of Firm Service Agreement. (Continued)

To determine if the buy-out is financially beneficial,

Transporter may take into account the term of the agreement,

the rates, and the value, demand for, and alternative uses

of, the capacity under the firm Service Agreement and any

exit fee agreed to by Shipper as part of the negotiations to

buy out of a firm Service Agreement.

reasonable judgment to establish: 1) the time period in

which Shipper must provide written notification to

Transporter to implement its right to buy out of a firm

Service Agreement; and 2) the payment schedule for Shipper

to remit the negotiated exit fees to Transporter. All

components of such exit fee will be negotiated between

Transporter and Shipper, including any present value

discount rate (should that be one of the components of the

exit fee).

(d) Requirements to Exercise. To exercise its right to buy out

of its firm Service Agreement, Shipper must, as of the

effective date of the buy-out, have:

i. no unpaid invoice amounts;

ii. a zero imbalance;

iii. no outstanding releases of capacity pursuant

to Section 22 of this Tariff; and

iv. no outstanding Facilities Reimbursement

Obligation pursuant to Exhibit C on the

Service Agreement.

(e) Agreement. The buy-out right negotiated between Transporter

and Shipper will be stated on Exhibit E of Shipper's firm

Service Agreement.