Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 10/01/2009, Docket: RP09-998-000, Status: Effective

First Revised Sheet No. 659I First Revised Sheet No. 659I

Superseding: Original Sheet No. 659I

FORM OF SERVICE AGREEMENT

(For Use Under Transporter's Rate Schedule PAL)

Park and Loan Services (Continued)

3.2 INCIDENTAL CHARGES - Shipper agrees to reimburse Transporter for any filing or

similar fees, which have not been previously paid by Shipper, which Transporter

incurs in rendering service hereunder.

3.3 CHANGES IN RATES AND CHARGES - Shipper agrees that Transporter shall have the

unilateral right to file with the appropriate regulatory authority and make

changes effective in (a) the rates and charges applicable to service pursuant to

Transporter's Rate Schedule PAL, (b) the rate schedule pursuant to which service

hereunder is rendered, or (c) any provision of the General Terms and Conditions

applicable to such rate schedule. Transporter agrees that Shipper may protest or

contest the aforementioned filings, or may seek authorization from duly

constituted regulatory authorities for such adjustment of Transporter's existing

FERC Gas Tariff as may be found necessary to assure Transporter just and

reasonable rates.

ARTICLE IV

BILLINGS AND PAYMENTS

Transporter shall bill and Shipper shall pay all rates and charges in accordance with

Articles V and VI, respectively, of the General Terms and Conditions of Transporter's

FERC Gas Tariff.

ARTICLE V

GENERAL TERMS AND CONDITIONS

This Agreement shall be subject to the effective provisions of Transporter's Rate

Schedule PAL and to the General Terms and Conditions incorporated therein, as the same

may be changed or superseded from time to time in accordance with the rules and

regulations of the FERC.

ARTICLE VI

REGULATION

This Agreement shall be subject to all applicable and lawful governmental statutes,

orders, rules and regulations and is contingent upon the receipt and continuation of all

necessary regulatory approvals or authorizations upon terms acceptable to Transporter.

This Agreement shall be void and of no force and effect if any necessary regulatory

approval is not so obtained or continued. All Parties hereto shall cooperate to obtain

or continue all necessary approvals or authorizations, but no Party shall be liable to

any other Party for failure to obtain or continue such approvals or authorizations.