Northern Border Pipeline Company

First Revised Volume No. 1

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Effective Date: 11/01/2003, Docket: RP03-629-000, Status: Effective

Second Revised Sheet No. 404 Second Revised Sheet No. 404 : Effective

Superseding: First Revised Sheet No. 404







Article 9 - Successors and Assigns (Continued)


in this Article 9 shall, however, operate to release predecessor Shipper

from its obligation under its Service Agreement unless Company shall, in

its sole discretion, consent in writing to such release. Company shall

not release any Shipper from its obligations under its Service Agreement

unless: (a) such release is effected pursuant to an assignment of

obligations by such Shipper, and the assumption thereof by the assignee,

and the terms of such assignment and assumption render the obligations

being assigned and assumed no more conditional and no less absolute than

those at the time provided therein; and (b) such release is not likely

to have a substantial adverse effect upon Company. Shipper shall, at

Company's request, execute such instruments and take such other action

as may be desirable to give effect to any such assignment of Company's

rights under such Shipper's Service Agreement or to give effect to the

right of a Person whom the Company has specified pursuant to Section 6

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

Person to whom payment of amounts invoiced by Company shall be made;

provided, however, that: (a) Shipper shall not be required to execute

any such instruments or take any such other action the effect of which

is to modify the respective rights and obligations of either Shipper or

Company under this Service Agreement; and (b) Shipper shall be under no

obligation at any time to determine the status or amount of any payments

which may be due from Company to any Person whom the Company has

specified pursuant to said Section 6 as the Person to whom payment of

amounts invoiced by Company shall be made.