U-T Offshore System, L.L.C.

Third Revised Volume No. 1

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Effective Date: 06/01/1997, Docket: RP97-146-001, Status: Effective

Second Revised Sheet No. 49 Second Revised Sheet No. 49 : Superseded

Superseding: First Revised Sheet No. 49

GENERAL TERMS AND CONDITIONS

(Continued)

7.12 Hourly Variation. Deliveries shall be made at uniform hourly rates to the

extent practicable.

7.13 Limitation on Transporter's Obligation. U-TOS is not obligated to receive for

transportation natural gas condensate (without free water) in excess of 10

barrels per 1000 Dth of Gas delivered by Shipper to U-TOS at any point of

receipt. Should Shipper's deliveries of Gas to U-TOS at any point of receipt

exceed the MDV for such point of receipt, U-TOS will, in good faith, attempt to

accommodate the same but, in the event any such excess delivery would jeopardize

the safety of U-TOS' operations and/or its ability to meet its contract

commitments to others, such decisions to be solely within the judgment and

discretion of U-TOS, U-TOS shall have the right to vent, without any liability

to Shipper, or any other person, all or such part of said excess deliveries as

U-TOS, in its sole judgment and discretion, deems necessary.

7.14 Adjustments to Equivalent Volumes. Following receipt of monthly statements, the

parties shall adjust the receipts and deliveries of Gas, within 60 days, if

practicable, in order to balance any excess or deficiency variations in order

for Shipper to receive Equivalent Volumes. In the event the quantities of gas

received and to be delivered are not in balance at the end of the term of the

Transportation Agreement, then such balance shall be achieved within 60 days by

extending receipts or deliveries as applicable at the appropriate points of

receipt or points of delivery until such balance is achieved or by such other

method as is then mutually agreed upon by the parties, provided that any such

terms are consistent with the terms of this tariff, including, but not limited

to, to the conveyance by one party to the other party of the quantity of Gas

equal to the imbalance.

7.15 Operational Balancing Agreements. U-TOS recognizes that, despite best efforts

to match deliveries of gas volumes to the designated interconnecting pipeline

at the U-TOS delivery point with the gas volumes allocated to the Shipper's

account at the same U-TOS delivery point, imbalances in the aggregate gas

volumes intended for delivery to the designated interconnecting pipeline may

occur. U-TOS may enter into an Operational Balancing Agreement (OBA) with the

interconnecting pipeline at each U-TOS delivery point on a non-discriminatory

basis, the terms and conditions of which will provide for the resolution of any

imbalances.

A pro forma OBA is set forth on Sheet Nos. 110 through 112 of this tariff. Any

subsequent provisions that may be entered into pursuant to the "mutually agreed

to" provisions of the pro form OBA are to be consistent with the terms of this

tariff.

8. IMBALANCES

8.1 Responsibility For Balancing. In addition to delivering and receiving volumes

of gas in conformance with nominations, Shippers are responsible for conforming

their takes at Delivery Points with their deliveries to U-TOS at Receipt Points

each day. U-TOS has no obligation to deliver for the account of a Shipper more

volumes of gas than U-TOS has received for the account of the Shipper or to

accept for the account of the Shipper more volumes of gas than are being

delivered for the account of the Shipper on any day.