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

First Revised Sheet No. 69 First Revised Sheet No. 69 : Superseded

Superseding: Original Sheet No. 69

GENERAL TERMS AND CONDTIONS

(Continued)

18.4 Consequential Reduction of Interruptible Overrun Entitlements. An assignment

of firm capacity held by the Assigning Shipper under a Transportation Agreement

included in U-TOS' F.E.R.C. Gas Tariff, Original Volume No. 2, shall result in

a proportionate reduction in the amount of the volume specified under U-TOS'

Rate Schedule I, as set forth on Sheet No. 7 of this tariff, that is used to

determine the Assigning Shipper's share of available capacity for Interruptible

Overrun Transportation Service.

18.5 Procedures for Qualification.

(a) In order to qualify for an assignment of capacity, a prospective

Replacement Downstream Shipper must first:

(i) Demonstrate, to U-TOS' reasonable satisfaction, that it is

creditworthy in accordance with Sections 2.2(k) and 5 of the General

Terms and Conditions of this tariff; and

(ii) Tender to U-TOS executed copies of: (1) a Transportation Agreement

for firm transportation service that conforms to the terms and

conditions of the Transportation Agreement between U-TOS and the

Assigning Shipper; and (2) the Gas Allocation Agreement between

U-TOS and its shippers. Copies of the latter document shall be

available from U-TOS upon request.

(b) In the interest of expediting the qualification procedures, a prospective

Replacement Downstream Shipper may submit to U-TOS the credit evaluation

materials described in Section 2.2(k) of the General Terms and Conditions

of this tariff, and the executed documents described in subsection

18.5(a)(ii) of this Section 18, in advance of the submittal by the

Assigning Shipper of the required information on the proposed assignment,

as described in subsection 18.6 of this Section 18.

(c) U-TOS reserves the right to request additional or renewed credit

evaluation materials at any time for the purpose of reviewing a completed

creditworthiness evaluation.

(d) Upon completion of the qualification review process, U-TOS will promptly

notify the Assigning Shipper and the prospective Replacement Downstream

Shipper, by facsimile, whether the proposed assignment has been accepted.

Approved assignments will be effected in accordance with the procedures of

subsection 18.7 of this Section 18.

18.6 Making the Assignment Proposal. Any Assigning Shipper that wants to make a

proposal to assign firm capacity ("Assignment Proposal"), must inform U-TOS by

mail or facsimile, of the particulars of the Assignment Proposal. The

information provided to U-TOS by the Assigning Shipper must be provided on the

U-TOS Assignment Proposal Form, as set forth on Sheet Nos. 131-134 of this

tariff, and must include the following:

(a) The Assigning Shipper's legal name, and the name, title, address,

telephone number, and facsimile number of the individual responsible for

authorizing the assignment;

(b) The prospective Releasing Shipper's legal name, and the name, title,

address, telephone number,and facsimile number of the individual

responsible for consummating the assignment for the prospective

Replacement Downstream Shipper;