Enbridge Offshore Pipelines (Utos) LLC

FIFTH REVISED VOLUME NO. 1

Effective Date: 08/01/2009, Docket: RP09-815-000, Status: Effective

Original Sheet No. 361 Original Sheet No. 361

FORM OF TRANSPORTATION AGREEMENT

(For Use Under Transporter's Rate Schedule IT)

(Continued)

TRANSPORTER:

Enbridge Offshore Pipelines (UTOS) LLC

1100 Louisiana, Suite 3300

Houston, Texas 77002

Attention: Asset Management - Regulated

SHIPPER:

or such other address as either of the parties hereunder shall

designate by formal written notice. Routine communications

including monthly statements and payments, shall be considered as

duly delivered when properly addressed and mailed by either

registered, certified or first class mail, postage prepaid.

ARTICLE VII

7.1 Waivers. No waiver by either Shipper or Transporter of any one or

more defaults in the performance of any provision hereunder shall

operate or be construed as a waiver of any future default or

defaults, whether of a like or a different character.

ARTICLE VIII

8.1 Regulations. This Agreement, and all terms and provisions

contained herein, and the respective obligations of the parties

hereunder are subject to valid laws, orders, rules, and

regulations of duly constituted authorities having jurisdiction.

ARTICLE IX

9.1 Assignments. Any company which shall succeed by purchase, merger,

or consolidation to the properties, substantially as an entirety,

of Shipper, or of Transporter, as the case may be, shall be

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

its predecessor in title under this Agreement; and either of the

parties may assign or pledge this Agreement under the provisions

of any mortgage, deed of trust, indenture, or similar instrument

which it has executed or may execute hereafter covering

substantially all of its properties; otherwise neither of the

parties shall assign this Agreement or any of their rights

hereunder unless it first shall have obtained the consent thereto

in writing of the other party, provided further, however, that

neither of the parties shall be released from its obligations

hereunder without the consent of the other.