Maritimes & Northeast Pipeline, L.L.C.

First Revised Volume No. 1

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Effective Date: 01/01/2009, Docket: RP09-100-000, Status: Effective

Original Sheet No. 310 Original Sheet No. 310

GENERAL TERMS AND CONDITIONS

(continued)

35. ASSIGNMENTS

Any Company which succeeds by purchase, merger, or consolidation to the

properties, substantially as an entirety, of Customer or of Pipeline

will be entitled to the rights and will be subject to the obligations of

its predecessor in title under a Service Agreement. Either Customer or

Pipeline may assign or pledge such Service Agreement under the

provisions of any mortgage, deed of trust, indenture, bank credit

agreement, assignment, receivable sale, or similar instrument which it

has executed or may execute hereafter. Except as set forth above,

neither Customer nor Pipeline shall assign such Service Agreement or any

of its rights thereunder without the prior written consent of the other

party; provided, however, that neither Customer nor Pipeline shall be

released from its obligations thereunder without the consent of the

other. In addition, Customer may assign its rights to capacity pursuant

to Section 9 of the GT&C.