Puget Sound Energy, Inc.

Original Volume No. 1

Effective Date: 11/01/1998, Docket: CP98-250-002, Status: Effective

Original Sheet No. 46 Original Sheet No. 46 : Effective

6.6.1 All direct and out-of-pocket expenses reasonably incurred by

Northwest in its role as agent for O&M Costs of the Storage

Project meter station(s) shall be the responsibility of the

Storage Project.

6.7 Indemnification

6.7.1 Except for any loss, damage, injury, liability or claim

resulting from gross negligence or willful misconduct, each Owner

and the Project Operator, as applicable, releases the Project

Operator and each other Owner, their respective Affiliates,

officers, directors, and employees from any and all loss, damage,

injury, liability and claims arising in connection with or

resulting from the design, operation, maintenance, use,

protection, condition, failure, or ownership of, or any defects or

deficiency in, the Storage Project.

6.7.2 The Project Operator shall have no liability to the other

Owners, or to any party that obtains entitlement to Firm Working

Gas Capacity, Interruptible Working Gas Capacity, Firm Withdrawal

Deliverability, Best Efforts Withdrawal Deliverability or

Interruptible Withdrawal Deliverability, for losses sustained or

liabilities incurred except as may result from gross negligence or

willful misconduct.

6.7.3 Each Owner, as applicable, agrees to release, and defend,

indemnify, and hold the Project Operator and each other Owner,

their respective Affiliates, officers, directors, and employees

harmless from and against, any and all liabilities, expenses,

losses, claims, costs (including court costs and reasonable

attorneys' fees), and causes of action for or based upon damage to

or destruction of such indemnifying Owner's property (including

without limitation, the indemnifying Owner's interest in the

Storage Project) arising out of the construction, operation.

maintenance, repair, replacement, or expansion of or addition to

the Storage Project except to the extent such liabilities,

expenses, losses, claims, costs (including court costs and

reasonable attorneys' fees), and causes of action set forth above

are caused by the gross negligence or willful misconduct of the

Project Operator or another Owner, for which the Project Operator

or such other Owner, as applicable, will be responsible and for

which the