Transcontinental Gas Pipe Line Company, LLC

Fourth Revised Volume No. 1

 Contents / Previous / Next / Main Tariff Index

Effective Date: 12/31/2008, Docket: RP09-158-000, Status: Effective

Original Sheet No. 348 Original Sheet No. 348

GENERAL TERMS AND CONDITIONS

(Continued)

9. POSSESSION OF GAS

(a) Under Seller's Sales Rate Schedules

As between the parties hereto, Seller shall be deemed to be in control and possession

of the natural gas sold to Buyer until it shall have been delivered to or for the

account of Buyer at the point or points of delivery, after which Buyer shall be deemed

to be in control and possession thereof. The determination hereof of Seller's control

and possession shall under no circumstances operate to deny Seller any claim against a

Buyer or Buyers which overruns its contract entitlement on any day. Buyer shall have

no responsibility with respect to any natural gas deliverable until it is delivered to

or for the account of Buyer at the delivery point(s) (at which point title shall

pass), or on account of anything which may be done, happen or arise with respect to

such gas before such delivery, and Seller shall have no responsibility with respect to

such gas after its delivery to or for the account of Buyer or on account of anything

which may be done, happen or arise with respect to such gas after such delivery.

(b) Under Seller's Transportation and Storage Rate Schedules

After Buyer delivers or causes gas to be delivered to Seller at the Point(s) of

Receipt, Seller shall be deemed to be in control and possession of the gas until it is

redelivered to Buyer or for the account of Buyer at the Point(s) of Delivery. The

determination hereof of Seller's control and possession shall under no circumstances

operate to deny Seller any claim against a Buyer or Buyers which overruns its contract

entitlement on any day. Buyer shall have no responsibility with respect to any gas

deliverable by Seller or on account of anything which may be done, happen or arise

with respect to such gas until Seller redelivers such gas to Buyer or for the account

of Buyer. Except as provided in Section 9(a), Seller shall have no responsibility

with respect to such gas before Buyer delivers such gas to Seller or after Seller

redelivers such gas to Buyer or for the account of Buyer, or on account of anything

which may be done, happen or arise with respect to such gas before such delivery or

after such redelivery.

10. WARRANTY OF TITLE TO GAS

Seller agrees that it will and it hereby does warrant for itself, its successors and assigns,

that at the point of sale to Buyer, it will have good title to all natural gas sold by it to

Buyer, free and clear of all liens, encumbrances and claims whatsoever, including without

limitation of the foregoing, any liens, encumbrances or claims of any of its affiliates for

use of their property in connection with Seller's obligations and performances under the

service agreement, that it will at such time of delivery have good right and title to sell

said gas as aforesaid, that it will indemnify Buyer and save it harmless from any and all

suits, actions, debts, accounts, damages, costs, losses and expenses arising from or out of

adverse claims of any or all persons to said gas, or from or out of any and all royalties,

taxes, license fees or charges on or with respect to said gas, and that it will indemnify

Buyer and save it harmless from all taxes and assessments which may be levied and assessed

upon or with respect to the sale of said gas to Buyer and which, under the terms of the

service agreement, are payable by Seller. In the event any adverse claim of any character

whatsoever is asserted in respect of any of said gas, the Buyer, until such claim has been

finally determined, may retain the purchase price thereof up to the amount of such claim,

without the payment of interest thereon, as security for the performance of Seller's

obligations with respect to such claim, or until Seller shall have furnished to Buyer a bond

in an amount and with sureties satisfactory to Buyer, conditioned for the protection of Buyer

with respect to such claim.