Midwestern Gas Transmission Company

Third Revised Volume No. 1

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Effective Date: 04/01/2007, Docket: RP07-318-000, Status: Effective

Third Revised Sheet No. 497 Third Revised Sheet No. 497 : Effective

Superseding: Second Revised Sheet No. 497






2. Contract Level Authorization: Contract Holder hereby authorizes Agent to exercise the

rights and/or perform the obligations ("Agency Functions") set forth below for the

following contracts: ______________________________________________________________



(1) Right to Nominate: Agent is authorized to nominate for above contracts on behalf

of the Contract Holder quantities of gas up to the Total Quantity per Contract.

Access to all applicable nomination reports is provided to Agent.


(2) Rights on Invoices: For above contracts, Agent will receive all invoices for

payment, including all supporting documentation.


Contract Holder and Agent also understand and agree that Agent is required to comply

with all provisions of the Contract(s) and of Company's FERC Gas Tariff governing the

transportation, storage, supply aggregation and/or balancing of gas.


3. This Agency Authorization Agreement shall be executed pursuant to Section 24 of the

General Terms and Conditions of Company's FERC Gas Tariff.


4. Indemnity: Company will rely on communications and actions of Agent for all specified

purposes related to the specified Contracts above Contract Holder agrees to

indemnify and hold Company harmless against any and all claims arising from Company's

actions in reliance on communications with Agent. Agent agrees to indemnify and hold

Company harmless against any and all claims that are brought by Contract Holder

against Company and that arise from or relate to this Agency Authorization Agreement

or the Contracts, provided, however, nothing herein shall relieve Company of liability

for its own negligence.


5. Term: The term of this Agreement shall be for a term beginning __________________ and

will continue in full force thereafter unless terminated by Agent, Contract Holder or

Company by written notice from any Party to all other Parties two (2) Business Days

prior to the effective date of the termination.


6. Regulation: This Agreement shall be subject to all applicable governmental statutes,

orders, rules, and regulations and is contingent upon the receipt and continuation of

all necessary regulatory approvals or authorizations upon terms acceptable to Company.

This Agreement shall be void and of no force and effect if any necessary regulatory

approval or authorization is not so obtained or continued.


7. Waiver: No waiver by any Party of one or more defaults by the other in the

performance of any provision of this Agreement shall operate or be construed as a

waiver of any future default or defaults, whether of a like or different character.


8. The interpretation and performance of this Agreement shall be in accordance with the

laws of the state of Oklahoma without regard to choice of law doctrine that refers to

the laws of another jurisdiction.


9. Conflicts: In the event of a conflict between the provisions of this Agreement and

the General Terms and Conditions of Company's FERC Gas Tariff, the General Terms and

Conditions shall govern.