Puget Sound Energy, Inc.

Original Volume No. 1

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

Original Sheet No. 48 Original Sheet No. 48 : Effective

law, such provisions shall apply to the full extent permissible by

such applicable law. To the extent the Project Operator is the

party otherwise entitled to the benefit of such limited provision,

the Project Operator's costs incurred due to such limitation shall

be reimbursable by the Owners. The provisions of this Section 6.7

will survive expiration or any earlier termination of this

Agreement.

6.8 Performance of Obligations

The Committee may observe and consult with the Project Operator

concerning the Project Operator's performance of its obligations

under this Agreement, but no Owner will have the right to

supervise, direct, or control the Project Operator's performance

of such obligations. Pursuant to the approval of the Committee,

the Project Operator may use, but will not be obligated to use,

the services of the Project Operator's or its Affiliates' or any

other Owner's legal, accounting, engineering, planning, budgeting,

operating, rates, economics, land, purchasing, and other

departments.

6.9 Audit of Project Operator

Any Owner may request an audit of the Project Operator's

operational, accounting, budget records, environmental compliance

records, safety records, and other supporting documentation

relating to the Storage Project. All requests for an audit will

be presented to the Committee. The Committee will coordinate any

such audit request such that only one audit is conducted during

any twelve (12) Month period. A written request to the Project

Operator to conduct an audit must include (1) the type of record

to be audited, (2) the reason for the request, and (3) the time

frame requested for the response. A request for an audit

concerning a particular invoice must be made within twenty-four

(24) Months of the date of such invoice and is subject to

Section 6.9. The Project Operator will provide all Owners with

copies of the audit response prepared by the Project Operator.