Wyckoff Gas Storage Company, LLC

Original Volume No. 1

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Effective Date: 12/31/9999, Docket: RP09- 444-000, Status: Accepted

Original Sheet No. 13 Original Sheet No. 13

GENERAL TERMS AND CONDITIONS

SECTION 1. DEFINITIONS

1.1 “Authorized Overrun Quantities” means quantities of Gas

which Transporter agrees, in its sole discretion, to inject or withdraw

for Shipper, in excess of shipper’s Maximum Daily Injection

Quantity/Maximum Daily Withdrawal Quantity or Maximum Hourly Injection

Quantity/Maximum Hourly Withdrawal Quantity, as established in Appendix

A of Shipper’s Service Agreement.

1.2 “Base Gas” means the gas required in the storage reservoir

necessary to provide the pressure to cycle the working storage volumes,

as set forth in the Service Agreement.

1.2a “Creditworthiness” means that Transporter believes, in its

sole judgment, after review of Customer's and/or Customer's Credit

Support Provider's financial situation and/or any and all other

information available, (i) that Customer will fully, timely and

faithfully perform all obligations under all Service Agreements and/or

(ii) that Customer's Credit Support Provider's guarantee fully secures

such obligations and is enforceable by Transporter against such Credit

Support Provider and that such Credit Support Provider will fully,

timely and faithfully perform under such guarantee.

1.3 “Day” shall mean a period of twenty-four (24) consecutive

hours beginning and ending at 9:00 AM central clock time (C.T.)

including Saturdays, Sundays and Federal Banking Holidays, except that

in the event that an obligation falls due on a Saturday, Sunday or

Federal Banking Holiday the obligation shall be due on the next

business bay.

1.4 “Facility” means the structure and facilities to be

designed and constructed by Transporter for purposes of providing the

Service(s) contemplated by the Service Agreement.

1.5 “Force Majeure” means an event of Force Majeure as

specified in Section 5.

1.6 “Fuel Retention” means the amount of Shipper’s Gas tendered

for injection which is retained by Transporter as reimbursement for

compressor fuel used in the provision of service provided in

conjunction with the Service Agreement, as set forth in the Service

Agreement.

1.7 “Gas” means natural gas of a quality at least equal to the

quality specified in Section 5.

1.8 “Interruptible Storage Balance” means the quantity of Gas

in Shipper’s account under Rate Schedule ISS.

1.9 “Material Adverse Change” means a material change to (i)

the business, property, condition (financial or otherwise), results of

operations, or prospects of Shipper or any Shipper Credit Support

Provider, including bankruptcy or other insolvency proceeding; (ii) a

downgrade in Shipper’s or Shipper’s Credit Support Provider’s credit

rating, as established by Standard & Poor’s or Moody’s Investments

Services, Inc.; or (iii) the validity or enforceability of the Service

Agreement(s), any Shipper guaranty, or the rights or remedies of

Transporter