Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 09/03/1998, Docket: RP98-369-000, Status: Effective

First Revised Sheet No. 651 First Revised Sheet No. 651 : Effective

Superseding: Substitute Original Sheet No. 651

SYSTEM LICENSE AGREEMENT (continued)

SUBSCRIBER:

Attention:

or to such other address as either Party shall designate by formal written

notice to the other.

ARTICLE VII - MISCELLANEOUS

7.1 Conformance with Tariff -- Subscriber's use of the System shall be in accordance

with and subject to Pipeline's currently effective FERC Gas Tariff, including

any and all applicable provisions of the General Terms and Conditions and the

terms and conditions of any relevant rate schedules, all of which terms and

conditions are incorporated herein by reference. In the event of a conflict

between the terms and conditions of this Agreement and any other applicable

terms and conditions set forth in Pipeline's FERC Gas Tariff, such other terms

and conditions shall govern. For Subscriber's convenience, the terms and

provisions of Pipeline's FERC Gas Tariff are available on the System. In the

event of a conflict between what is displayed on the System and Pipeline's

currently effective FERC Gas Tariff on file with the Federal Energy Regulatory

Commission (FERC), Pipeline's currently effective tariff on file with FERC shall

govern.

7.2 THE INTERPRETATION AND PERFORMANCE OF THIS AGREEMENT SHALL BE IN ACCORDANCE WITH

AND CONTROLLED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO DOCTRINES

GOVERNING CHOICE OF LAW.

7.3 This Agreement and the obligations of the Parties are subject to all present and

future valid laws with respect to the subject matter either state or federal,

and to all valid present and future orders, rules, and regulations of duly

constituted authorities having jurisdiction.

7.4 If any provision of this Agreement is declared null and void, or voidable, by a

court of competent jurisdiction, then that provision will be considered

severable at either Party's option; and if the severability option is exercised,

the remaining provisions of the Agreement shall remain in full force and effect.