Funds Transfer Agency Agreement (Page 2 of 8) in pdf

ARTICLE II

TRANSACTION PROCEDURE

2.1

MODIFICATION TO BASE CONTRACT:

The parties will use the following Transaction

Confirmation procedure in lieu of the procedure set out in Sections 1.2 and 1.3 of the GT&C.

2.2

EXECUTION OF TRANSACTION CONFIRMATION BY BUYER AND SELLER:

Should Buyer

and Seller come to an agreement regarding a Gas purchase and sale transaction for a particular Delivery

Period subject to this FTA Agreement, the Confirming Party shall, and the other party may, record that

agreement on a Transaction Confirmation and communicate such Transaction Confirmation by facsimile,

to the other party and to the FTA by the close of the Business Day following the date of agreement. If a

sending party's Transaction Confirmation is agreeable to the receiving party, the receiving party will

execute the Transaction Confirmation and communicate copies thereof to the sending party and to the

FTA by facsimile transmission by the close of the Business Day following receipt.

2.3

CONFIRMATION OF TRANSACTION BY FTA:

Upon the FTA's receipt of a Transaction

Confirmation executed by both Buyer and Seller or of non-conflicting Transaction Confirmations from both

Buyer and Seller, FTA will verify (i) that Buyer has contracted with a repurchaser to take delivery of a like

quantity of gas at the Delivery Point(s) identified on the Transaction Confirmation under the same

Performance Obligation (firm or interruptible); (ii) that Buyer's repurchaser has agreed to make payment

through the FTA of the funds due for its purchase of the gas delivered and accepted at such Delivery

Point(s); and (iii) that the price to be paid by the repurchaser for such gas is not less than the price set

out on the Transaction Confirmation between Buyer and Seller. The FTA will confirm its verification

within 24 hours of its receipt of the executed Transaction Confirmation(s) by executing the FTA

Confirmation Statement, as provided below, as a Special Condition at the bottom of the Transaction

Confirmation and returning copies of such executed FTA Confirmation Statement to Buyer and Seller by

facsimile transmission. (An example of this form of Transaction Confirmation is attached as Exhibit A-1.)

Special Condition - FTA Confirmation Statement

[Bank], as the Fund Transfer Agent (FTA), has reviewed the foregoing Transaction Confirmation

and hereby confirms to Seller and Buyer that it shall make payment on behalf of Buyer to Seller

for the gas delivered subject to this Transaction Confirmation pursuant to the terms and

conditions to its FTA Agreement with Buyer and Seller. FTA further confirms that Buyer has

contracted for the repurchase of a corresponding quantity of gas at the Delivery Point(s) identified

above, under the same Performance Obligation and at a price greater than the price set out

Funds Transfer Agency Agreement Page 2