Panhandle Eastern Pipe Line Company

First Revised Volume No. 1

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Effective Date: 09/25/1997, Docket: RP97-481-000, Status: Effective

Fifth Revised Sheet No. 235 Fifth Revised Sheet No. 235 : Superseded

Superseding: Fourth Revised Sheet No. 235

GENERAL TERMS AND CONDITIONS

(Continued)

(iii) During the Posting Period Panhandle shall

accept requests for all or a portion of the

Shipper's service rights under the Long-Term

Agreement from any prospective Shipper that

has submitted a valid request for service

rights in accordance with the provisions of

Section 6.1 hereof.

(iv) If, during the Posting Period, Panhandle

receives an acceptable offer for all or a

portion of the service rights under

Shipper's Long-Term Agreement, Panhandle

shall notify Shipper in writing of the offer

having the greatest economic value, as

defined in Section 7.1(b) hereof; provided,

that for purposes of value comparisons under

this section the rate utilized shall be

limited to the Maximum Rate that can be

charged to the existing Shipper and the

longest term utilized shall be five (5)

years. If Shipper elects to match the

offer, Shipper shall notify Panhandle of

such election in writing within 30 Days

after receiving notice from Panhandle and

shall execute a new Service Agreement

matching the offer within 30 days after

Panhandle has tendered the Service

Agreement. If Shipper elects not to match

the offer or does not execute the Service

Agreement within 30 days, Panhandle will

tender a Service Agreement to the

prospective Shipper submitting the offer

having the greatest economic value. If the

Service Agreement is not executed within 30

days, the request for service rights shall

expire without prejudice to the prospective

Shipper's right to submit a new request for

service rights. Panhandle shall then notify

the Shipper in writing of the acceptable

offer, if any, having the next greatest

economic value in accordance with the

provisions of this Section 7.2(b)(iv). If

there is no other acceptable offer, the

Shipper may continue service in accordance

with Section 7.2(b)(v).