Enbridge Pipelines (AlaTenn) Inc.

Third Revised Volume No. 1

Effective Date: 10/01/2001, Docket: GT01- 31-000, Status: Effective

Original Sheet No. 143 Original Sheet No. 143 : Effective

GENERAL TERMS AND CONDITIONS (continued)

Transporter receives any bids for such capacity during the

Bidding Period the Right of First Refusal provisions set

forth in Section 3.14(e)(i) below shall apply.

i) Within one business day after the close of the Bidding

Period, Transporter shall present the existing

Customer any offer(s) received during the Bidding

Period and, in the event of more than one offer

received, such offer which reflects the highest

present value as computed in accordance with Section

3.13 of the General Terms and Conditions. Upon receipt

of the offer information, the existing Customer shall

have the Right of First Refusal consisting of twenty-

five (25) business days to match such offer(s). In

any event, prior to the commencement of service the

successful Bidder: (1) shall enter into a Released

Transportation Contract for such capacity in the form

included beginning at Tariff Sheet No. 322 which shall

incorporate among other things all the terms of the

successful bid, (2) shall submit to Transporter, in

accord with Section 3.1(f) of the applicable Rate

Schedule of Transporter's Tariff, a check in an amount

equal to the lesser of $10,000 or the total

reservation charges under its Transportation Service

Contract applicable to the released service for the

lesser of a three month period or the term of the