Empire Pipeline, Inc.

Original Volume No. 1

Effective Date: 12/10/2008, Docket: CP06-5-010, Status: Effective

Original Sheet No. 177 Original Sheet No. 177

GENERAL TERMS AND CONDITIONS

12. CAPACITY RELEASE (Cont'd.)

12.7 Obligations of Existing Customer

The service agreements of the Existing Shipper releasing

capacity will remain in full force and effect, with a portion of

the proceeds attributable to any release credited to the

Existing Shipper's bill as provided in Section 12.9 hereof.

Subject to Section 18.2 of these General Terms and Conditions,

the Existing Shipper shall remain liable to Transporter under

the terms of its service agreement with Transporter during and

irrespective of any assignments of the rights and obligations

under the service agreement for all reservation, demand and

capacity charges, and any surcharges applicable to such charges,

but excluding commodity or usage charges and imbalance

penalties.

Where an Existing Shipper proposes to release or has released

all its capacity to a Replacement Shipper for the entire

remaining term of the applicable service agreement between

Transporter and the Existing Shipper, the Existing Shipper may

request Transporter to release the Existing Shipper from any

further obligations to Transporter upon the effectiveness of a

new source service agreement between Transporter and the

Replacement Shipper. Transporter shall be under no obligation

to grant such requests unless the Replacement Shipper (i) agrees

to pay for the released capacity at Transporter's maximum rates

and (ii) demonstrates to Transporter that it possesses

sufficient financial stability, or if it provides such security

as is necessary, to make Transporter reasonably secure that the

Replacement Shipper will pay for service on a timely basis

throughout the remaining term of the service agreement between

Transporter and the Existing Shipper. Transporter shall

exercise its discretion under this provision in a non-

discriminatory manner.