Enbridge Offshore Pipelines (Utos) LLC

FIFTH REVISED VOLUME NO. 1

Effective Date: 07/01/2002, Docket: RP02-247-000, Status: Effective

First Revised Sheet No. 155 First Revised Sheet No. 155 : Effective

Superseding: Original Sheet No. 155

GENERAL TERMS AND CONDITIONS

(Continued)

(e) Right of Recall. Releasing Shipper(s) may, to the extent

permitted as a condition of the capacity release, recall released

capacity (scheduled or unscheduled) at the Timely Nomination

Cycle and the Evening Nomination Cycle, and recall unscheduled

released capacity at the Intra-day 1 and Intra-day 2 Nomination

Cycles by providing notice to UTOS by the following times for

each cycle: 8 a.m. CCT for the Timely Nomination cycle; 5:00 p.m.

CCT for the Evening Nomination Cycle; 8:00 a.m. CCT for the

Intra-day 1 Nomination Cycle, and 3:00 p.m. CCT for the Intra-day

2 Nomination Cycle. Notification to Replacement Shipper(s) shall

be provided by UTOS within one hour of receipt of recall

notification.

(f) Permanent Release. If a Releasing Shipper releases capacity

for the remaining term of its Transportation Agreement and the

Replacement Shipper has agreed to pay the maximum rates, or

higher if applicable pursuant to Section 17.2(d) hereof, and

executes a Transportation Agreement with UTOS where under all

of the Releasing Shipper's obligations have been assumed, the

Releasing Shipper may request from UTOS a release from its

obligations under the underlying Transportation Agreement;

subject to the approval of UTOS' creditors to whom said

Transportation Agreement has been pledged, UTOS shall act on

Releasing Shipper's request for release from its obligations on

anon-discriminatory basis, and shall not unreasonably withhold

approval thereof. Inasmuch as the Replacement Shipper must at

all times meet UTOS' creditworthiness standard under Section 5

of the General Terms and Conditions, the criteria for

creditors' approval shall generally be satisfied thereby,

absent extenuating circumstances.

(g) Billing. UTOS shall bill the Replacement Shipper the rate

specified in the Transportation Agreement and any other

applicable charges and such Replacement Shipper shall pay the

billed amounts directly to UTOS. Further, the Replacement

Shipper who has acquired capacity on a volumetric reservation

charge shall be billed the daily reservation charge plus the

commodity rate and all applicable surcharges times the volumes

actually transported. Releasing Shipper shall be billed the

reservation charge and reservation surcharge, if any,

associated with the released capacity