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

Second Revised Sheet No. 22 Second Revised Sheet No. 22 : Superseded

Superseding: First Revised Sheet No. 22








4.4 Unauthorized Overrun. U-TOS shall notify Shipper verbally of any unauthorized

overrun service that is occurring for Shipper, and shall immediately confirm

such notification by telex or similar means. Shipper shall pay U-TOS a penalty

of $2.00 per Dth or the current Spot Market Price for the Offshore Texas region

as reported in Natural Gas Week, whichever is higher, for any unauthorized daily

overrun not terminated within 24 hours of U-TOS' verbal notification. Such

penalty payments shall be paid to U-TOS in addition to the charges otherwise

payable by Shipper under this or the appropriate Rate Schedule. U-TOS may

waive, in whole or in part, any overrun penalty provided for herein if, in

U-TOS' sole discretion, such penalty was incurred due to circumstances beyond

Shipper's control.


4.5 Transportation of Associated Liquids. If Associated Liquids are transported

hereunder for Shipper and U-TOS is required by any regulatory agency, from time

to time, to allocate a portion of its cost of service to such transportation

service or to charge, or impute, a fee for such service, then Shipper shall

reimburse U-TOS for such allocated costs and such fee.


4.6 Commission and Other Regulatory Fees. Shipper shall reimburse U-TOS for all

filing, reporting and application fees required by the Commission or any other

regulatory body which are related to service provided under this Rate Schedule.


4.7 Rate Changes. Subject to any rights or limitations imposed by additional

Transportation Agreement provisions agreed to by Shipper and U-TOS, U-TOS may

from time to time and at any time selectively adjust any or all of the rates

charged to any individual Shipper for which a Maximum Rate and Minimum Rate are

stated on Sheet No. 4 of this Tariff; provided, however, that such adjusted

rate(s) shall not exceed the applicable Maximum Rate(s), nor shall they be less

than Minimum Rate(s), set forth on such sheets. U-TOS shall have the right to

charge the Maximum Rate at any time as a condition for new service or for

continuation of service under an existing Agreement. U-TOS shall make all

information filings required by the Commissions' regulations with respect to any

charges at less than the Maximum Rate. Whenever U-TOS adjusts the rate to be

charged to a Shipper pursuant to this Section 4.7, notice thereof shall be given

to Shipper not less than seventy-two (72) hours prior to the effective date of

such adjustment.





Shipper warrants for itself, its successors and assigns, that it will have at the time

of delivery of Gas and Associated Liquids for transportation hereunder good title to

deliver such Gas and Associated Liquids to U-TOS and accept redelivery at the Point of

Delivery. U-TOS warrants for itself, its successors and assigns, that it will at the

time of delivery to others of the Gas and Associated Liquids transported hereunder have

good right to deliver such Gas and Associated Liquids to others. Shipper warrants for

itself, its successors and assigns, that the Gas it warrants hereunder shall be free

and clear of all liens, encumbrances, and claims whatsoever, that it will indemnify

U-TOS and save U-TOS harmless from and against all suits, actions, debts, accounts,

damages, costs, losses, and expenses including U-TOS' actual attorney's fees and cost

of defense arising from or out of any adverse claims of any and all persons to said Gas

and/or to royalties, taxes, license fees, or charges thereon which are applicable to

such delivery of Gas and that it will indemnify U-TOS and save it harmless from all

taxes or assessments which may be levied and assessed upon such delivery and which are

by law payable by, and the obligation of, the Party making such delivery.