Carnegie Interstate Pipeline Company

Original Volume No. 1

Effective Date: 01/01/1995, Docket: CP93-552-004, Status: Effective

Sub Original Sheet No. 160 Sub Original Sheet No. 160 : Effective

Superseding: Original Sheet No. 160

FORM OF ITS SERVICE AGREEMENT

(Continued)

Article VI

ASSIGNMENT

This Agreement shall be binding upon and inure to the

benefit of any successor(s) to either CIPCO or Customer by

merger, acquisition, or consolidation. Either CIPCO or

Customer may assign or pledge this Agreement and all rights and

obligations hereunder under the provisions of any mortgage,

deed of trust, indenture or other instrument which it has

executed or may execute hereafter as security for indebtedness;

otherwise, except as provided in Section 24 of the General

Terms and Conditions, neither CIPCO nor Customer shall assign

this Agreement or its rights hereunder without first having

obtained the formal written consent of the other(s).

Article VII

WARRANTIES

Customer warrants that all upstream and downstream

transportation arrangements are in force and effect, or will be

in force and effect as of the requested effective date of

service, and that it has advised the upstream and downstream

transporters of the receipt and delivery points under this

Agreement and any quantity limitations for each point(s)

specified in Exhibit A hereto.

Customer agrees to indemnify and hold CIPCO harmless for

refusals to transport gas hereunder in the event any upstream

or down- stream transporter fails to receive or deliver gas as

contemplated by this Agreement. Customer further warrants that

it has good title to all gas for which transportation service

hereunder is requested.

If transportation hereunder is pursuant to Subpart B of

Part 284 of the FERC's Regulations, Customer warrants that

service is "on behalf of" an intrastate pipeline or a local

distribution company within the meaning of the Natural Gas

Policy Act of 1978.

If Customer is acting as an agent hereunder, Customer

agrees to disclose to CIPCO its principal(s) and warrants that

it is authorized to act on behalf of its principal(s) in

arranging the transportation service provided for herein.

Customer agrees to indemnify and hold CIPCO harmless from

all suits, actions, debts, accounts, damages, costs, losses and

expenses arising from or out of breach of any warranty, express

or implied, by Customer herein.