Total Peaking Services, L. L. C.

Original Volume No. 1

Effective Date: 04/01/1998, Docket: CP96-339-001, Status: Effective

Original Sheet No. 94 Original Sheet No. 94 : Effective

GENERAL TERMS AND CONDITIONS

(Continued)

25. RIGHT OF FIRST REFUSAL (Continued)

25.1 Right of First Refusal at End of Contract Term (Continued)

season, conducted pursuant to Section 3 of the General Terms and

Conditions of Total Peaking's currently effective tariff, for

such capacity by any qualified prospective successor customer.

A "long term LNG-1 Agreement," as that term is used in this

Section, is an LNG-1 Agreement having a primary term of one (1)

year or more. A prospective successor customer is "qualified,"

within the meaning of this section, if such prospective successor

customer meets the creditworthiness criteria set forth in Section

3 of the General Terms and Conditions of Total Peaking's

currently effective tariff.

25.2 Exercise of Right of First Refusal.

(a) Not less than twelve (12) months prior to the

termination or expiration of a long term LSV or LNG

Agreement, an open season will be held for the

purpose of awarding the capacity that is to become

available upon the long term LSV or LNG Agreement's

termination or expiration. This open season will be

conducted pursuant to the terms and conditions set

forth in Section 3 of the General Terms and

Conditions of Total Peaking's currently effective

tariff.

(b) Bids from qualified successor customers who desire,

in whole or in part, the capacity to be made

available upon the expiration or termination of the

long-term LSV or LNG Agreement must be received by

Total Peaking no later than six (6) months before

the effective date of the expiration or termination

of the long-term LSV or LNG Agreement. Upon

expiration of the open season, Total Peaking will

select the highest bid received from a qualified

successor customer and communicate the terms of the

highest bid, including, if applicable, whether the

highest bid is for a higher priority service, to the

current