Southwest Gas Storage Company

First Revised Volume No. 1

Effective Date: 12/15/1999, Docket: RP00- 58-000, Status: Effective

Original Sheet No. 141 Original Sheet No. 141 : Effective

GENERAL TERMS AND CONDITIONS

(Continued)

13.RESPONSIBILITY, WARRANTY AND ASSIGNMENTS

13.1 Southwest shall be deemed to be in control and possession of

the gas stored hereunder only after the gas is received for

injection at the Point of Receipt, and before it is withdrawn and

delivered at the Point of Delivery. Shipper shall be deemed to be

in control and possession at all other times. The party deemed to

be in control and possession of the gas shall be responsible for

and shall indemnify the other party with respect to any losses,

injuries, claims, liabilities or damages caused thereby and

occuring while the gas is in its possession.

13.2 Except as provided in Section 12.4 herein, both Southwest and

Shipper will, as to the gas it delivers or causes to be delivered

to the other, indemnify and save the other harmless from all

suits, actions, debts, accounts, damages, costs, losses and

expenses arising from or out of any adverse claims of any and all

persons to said gas and/or to royalties, taxes, fees or charges

thereon.

13.3 As to all matters within its actual or imputed control, Shipper

represents and warrants that service hereunder and all

arrangements incident thereto conform to applicable regulations,

and agrees to indemnify and hold Southwest harmless against any

and all actions, suits or proceedings, concerning such service or

arrangements, which are brought before or instituted by any

authority having jurisdiction.

13.4 Both Southwest and Shipper may assign or pledge the Storage

Service Agreement and all rights and obligations thereunder under

the provisions of any mortgage, deed of trust, indenture or other

instrument which it has executed or may execute hereafter as

security for indebtedness; otherwise, neither Southwest nor

Shipper shall assign the Storage Service Agreement or any of its

rights hereunder unless it shall first have obtained the written

consent of the other. Such consent shall not be unreasonably

withheld.