Puget Sound Energy, Inc.

Original Volume No. 1

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

Original Sheet No. 63 Original Sheet No. 63 : Effective

ARTICLE 11. MISCELLANEOUS

11.1 Term of Agreement

This Agreement shall become effective at 0000 hours on the

Effective Date, which is the first (1st) day of the Month

following the date on which this Agreement has been approved,

accepted for filing, or otherwise permitted to become effective by

FERC. This Agreement shall not be effective unless it has been

approved, accepted for filing or otherwise permitted to become

effective by FERC. Upon execution of this Agreement, the Project

Operator shall submit the certificate application for the Storage

Project to FERC for approval and shall exercise due diligence in

pursuing such approval. The Project Operator shall notify the

other Owners of the granting or denial of any such approval. If

FERC shall deny such approval or shall grant such approval subject

to any terms, conditions or other provisions requiring material

modifications that are not acceptable to any Owner, such Owner may

cancel this Agreement by giving the other Owners written notice of

such cancellation, whereupon this Agreement shall be void and of

no further force or effect. In the event this Agreement is

canceled, the Owners shall amend the 1989 Agreement to reflect the

contemplated expansion of the Storage Project. Upon receipt of

acceptable approval of the certificate application by FERC,

Project Operator shall file this Agreement with FERC for approval,

and shall exercise due diligence in pursuing such approval.

Project Operator shall notify the other Owners of the granting or

denial of any such approval. This Agreement (and the term

thereof) shall continue in effect from the Effective Date until

termination effective at 2400 hours on October 31 of 2004 or any

subsequent year, by any Owner giving each other Owner not less

than twenty-four (24) Months' prior written notice of termination

on such date.

11.2 Entire Agreement

This Agreement sets forth the entire agreement between and among

the Owners regarding the subject matter of this Agreement, and

this Agreement supersedes and terminates at 0000 hours on the

Effective Date the 1989 Agreement and all prior agreements,

representations and