T.W. Phillips Pipeline Corp.

Original Volume No. 1

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Effective Date: 01/01/2010, Docket: RP10-141-000, Status: Effective

Original Sheet No. 73 Original Sheet No. 73

GENERAL TERMS AND CONDITIONS

(Continued)

23.5. Upon conclusion of the ROFR Bidding Period, Transporter shall evaluate the bids

in accordance with the procedures set forth in Section 22 for the evaluation of

bids under Transporter’s capacity release mechanism, provided that any bid rate

higher than the maximum applicable Recourse Rate shall be deemed to be equal to

the maximum applicable Recourse Rate. Transporter shall not be required to

accept any bid at less than Transporter’s maximum applicable Recourse Rate.

23.6. If Transporter receives no bids, or if Transporter receives no bids at its maximum

applicable Recourse Rate and Transporter determines not to accept any bids below

the maximum applicable Recourse Rate, Transporter shall notify Shipper of the bid

having the highest value to Transporter (“Highest Bid”), or that no bids were re-

ceived. If Transporter receives a bid at its maximum applicable Recourse Rate,

or if it accepts any bid below the maximum applicable Recourse Rate, Transporter

shall, within five (5) days of the close of the ROFR Bidding Period, inform

Shipper of the offer to purchase capacity solicited pursuant to this section that

Transporter intends to accept. Shipper shall have twenty-five (25) days after

receiving notice to notify Transporter as to whether it will match the Highest

Bid in terms of price, quantity and duration. If the Shipper elects to match the

Highest Bid, it must execute a new transportation agreement that contains the

terms of the Highest Bid; provided, however, that Shipper shall not be required

to pay any rate higher than the maximum applicable Recourse Rate. If the Shipper

fails to match the offer presented by Transporter, Transporter shall enter into

an FT Agreement with the Person submitting the competing offer.

23.7. If Transporter receives no bids at the maximum applicable Recourse Rate and Trans-

porter refuses to accept a lower bid, Transporter may abandon service to Shipper,

unless Shipper agrees to pay the maximum applicable Recourse Rate for a period of

one (1) year, or if Transporter and Shipper negotiate the terms and conditions of

an FT Agreement extension.

24. SECONDARY POINT RIGHTS

Subject to the priorities set out in Sections 9 and 10 of the GT&C, Shippers under any

firm rate schedule shall have the right to use all Receipt and Delivery Points on Trans-

porter’s system on a secondary basis as alternatives to the primary points specified in

the FT Agreement.