Enbridge Pipelines (AlaTenn) L. L. C.

FOURTH REVISED VOLUME NO. 1

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Effective Date: 10/11/2002, Docket: RP03- 40-000, Status: Effective

Original Sheet No. 350 Original Sheet No. 350 : Effective

FORM OF THREE-PARTY CONTRACT RELATING TO

RELEASED TRANSPORTATION SERVICE (continued)

2.3 In the event Replacement Shipper fails to meet Transporter's

creditworthiness standards as set forth in Rate Schedule FT,

Releasing Shipper agrees to remain directly liable for all rates,

charges and surcharges associated with the released capacity.

ARTICLE III

TERM

This Contract shall become effective on the date first written above and

shall remain in force and effect until the later of (1) termination by each of

the Parties upon thirty (30) days prior written notice to the other Parties

hereto, and (2) all amounts due Transporter arising under the Released

Transportation Service Contract No. __ have been paid to Transporter.

ARTICLE IV

NOTICES

Notices given under this Contract shall be given in accordance with

Section 12 of the General Terms and Conditions of Transporter's Tariff. If

notice is given in writing it should be mailed, or if sent by facsimile, as

follows:

If to Transporter:

Enbridge Pipelines (AlaTenn) L.L.C.

1100 Louisiana, Suite 3300

Houston, TX 77002

Attention: Transportation Services

Facsimile: (713) 821-2119

If to Replacement Shipper: