Kern River Gas Transmission Company

Second Revised Volume No. 1

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Effective Date: 09/06/2004, Docket: RP04-444-000, Status: Effective

First Revised Sheet No. 376 First Revised Sheet No. 376 : Effective

Superseding: Original Sheet No. 376


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6.1 This Agreement will be binding upon and inure to the benefit of the

parties hereto and their respective successors and assigns. No

assignment or transfer by Replacement Shipper or by Transporter of any

of their respective rights hereunder, except as provided in Section 15,

will be made without the prior written consent of the other party. Such

consent will not be unreasonably withheld. No such consent of

Transporter or Replacement Shipper will be required when an assignment

or transfer by Transporter or Replacement Shipper is the result of, and

part of, a corporate acquisition, merger or reorganization.


6.2 Nothing contained herein will prevent either party from pledging,

mortgaging or assigning its rights hereunder as security for any

indebtedness and either party may assign to the pledgee or mortgagee (or

to a trustee for the holder of such indebtedness) any money due or to

become due under this Agreement. As between the parties hereto, such

assignment will become effective on the first day of the month following

written notice that such assignment has been effectuated. Upon request

of either party, the other party will acknowledge in writing any

permitted assignment described herein and the right of any permitted

assignee (and any assignee upon enforcement of any assignment made as

security for indebtedness) to enforce this Agreement against such other

party, and will also deliver such certificates, copies of corporate

documents and opinions of counsel as may be reasonably requested by such

permitted assignee relating to such party, this Agreement and any other

matters relevant thereto. No permitted assignment will relieve the

assigning party from any of its obligations under this Agreement.


6.3 Replacement Shipper hereby confirms that the rights of Transporter under

this Agreement that may be assigned include any right given or reserved

to Transporter in the Agreement to consent to any assignment or transfer

by Replacement Shipper of its rights and obligations thereunder.