Monroe Gas Storage Company, LLC

Original Volume No. 1

Effective Date: 04/29/2009, Docket: RP09-447-000, Status: Effective

Original Sheet No. 191 Original Sheet No. 191

GENERAL TERMS AND CONDITIONS

(Continued)

23. SUCCESSORS IN INTEREST

Any company that succeeds by purchase, merger, consolidation or otherwise to

the properties substantially as an entirety, of Operator or of Customer, used

or intended to be used for rendering gas services authorized by the

Commission, shall be entitled to the rights and shall be subject to the

obligations of its predecessors in title under a Service Agreement. In

accordance with the capacity release procedures set forth in Section 8

(Capacity Release) of these General Terms and Conditions, Customer may,

without relieving itself of its obligations under such agreement, assign any

of its rights and obligations thereunder to another Customer, but otherwise no

assignment of such agreement, or of any of the rights or obligations

thereunder shall be made unless there first shall have been obtained the

consent thereto of Operator, in the event of any assignment by Customer, or

the consent thereto of Customer, in the event of an assignment by Operator.

Notwithstanding the foregoing, Customer may, upon notice to Operator but

without the need for Operator's consent, assign all or part of its right,

interest and obligations under this Agreement to any wholly-owned affiliate(s)

of Customer that has a credit rating equal to or higher than Customer's but in

no event lower than the Minimum Acceptable Credit Rating (or that has been

provided a guarantee in Operator's favor from an affiliated entity with such a

rating). In the event of a sale of an electric generating unit or units at any

of Customer's electric generating facilities which are supplied gas from

Operator's storage facilities, Customer may, upon notice to Operator but

without the need for Operator's consent, assign all or part of its right,

interest and obligations under this Agreement (except for the assignment

rights under this Section 23) to any third party (or parties) that: (i) has a

credit rating equal to or better than the Minimum Acceptable Credit Rating,

and (ii) purchases said electric generating unit or units. No assignment by

Customer pursuant to this Section 23 shall relieve Customer of its obligations

under a Service Agreement unless such release is specifically granted by

Operator. In the event there is a request for a permanent release of

Customer's obligations, Operator will agree to discharge Customer of

liability, on a prospective basis, in whole or in part, provided the assignee

Customer meets the minimum acceptable credit standard set forth in Section

2.3(b)(1) of these General Terms and Conditions. If Customer's request for a

permanent release from liability is denied by Operator, Operator shall notify

Customer by way of e-mail and shall include in the notification the reasons

for such denial. These restrictions on assignment shall not in any way prevent

any Party from pledging or mortgaging its rights under a Service Agreement as

security for its indebtedness.