Maritimes & Northeast Pipeline, L.L.C.

First Revised Volume No. 1

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Effective Date: 06/22/2007, Docket: RP07-461-000, Status: Effective

Third Revised Sheet No. 227B Third Revised Sheet No. 227B : Effective

Superseding: Second Revised Sheet No. 227B

GENERAL TERMS AND CONDITIONS

(continued)

4. ALLOCATION OF CAPACITY ENTITLEMENTS (continued)

(e) Pipeline shall review all bids from Replacement

Customers received pursuant to Section 4.2(c), which

have not been rejected by Pipeline, to determine which

bid is the "best bid(s)". For purposes of this

Section 4.2, the "best bid(s)" shall be the bid(s)

which yields to Pipeline the highest net present

value. Net present value shall be calculated on the

basis of the present value of the Reservation Charge

per unit to Pipeline, except that under a negotiated

rate agreement with a minimum quantity, the net

present value evaluation shall also include the fixed

cost component of the usage revenue at the minimum

quantity. In making the determination of net present

value, Pipeline shall apply the interest rate, as of

the date of the review, stated in accordance with

Section 154.501(d) of the Commission's regulations, to

all bids.

(f) Upon receipt from Pipeline of the "best bid(s)",

Customer shall have the right for a thirty (30) Day

period in which to notify Pipeline in writing whether

the Customer is willing to match the "best bid(s)" for

the capacity in whole or in part, made available by

(i) the termination of such ROFR Agreement, (ii)

expiration of the contract term by its own terms, or

(iii) partial reduction pursuant to contractual right

or the reduction of the MDTQ level pursuant to a right

of first refusal. Commencing January 1, 2006, such

notification must be submitted online via the LINK®

System. Failure to notify Pipeline within said thirty

(30) Day period constitutes a non- revocable waiver of

Customer's right to match the "best bid(s)" and

termination of the right of first refusal for the

capacity. In order to match the "best bid(s)",

Customer must agree to a rate, up to the maximum rate,

and contract term that provide Pipeline with at least

the same net present value, for an equivalent amount

of capacity, as the valid "best bid(s)" submitted by

the Replacement Customer(s); provided, however, the

maximum rate a Customer must match is the maximum rate

Pipeline can charge for delivery to the Customer's

Point(s) of Delivery under the ROFR Agreement which is

subject to the Customer's right to match the "best

bid". Notwithstanding any provision of this Section

4.2(f), Pipeline shall not be obligated to accept any

matching bid by the Customer that includes a rate that

is lower than the rate set forth in the best bid or,

if applicable, the minimum rate established by

Pipeline in accordance with Section 4.2(d).