suspension and following

any termination of service, Freebird shall not charge Shipper reservation

charges. At Freebird's option, a termination notice given pursuant to Section

23.3 above may also serve as a notice of immediate suspension under this

Section.


 

23.5 Notwithstanding, and in addition to but not in limitation of, any other

provision in this Gas Tariff or any Service Agreement, if at any time an Event

of Default by Shipper has occurred and is continuing, Freebird shall have the

right to exercise its rights and remedies in respect of any Performance

Assurance provided by Shipper and exercise its rights and remedies in respect

of any lien or security interest in accordance with state law held by

Freebird on Gas stored in the Storage Facility for Shipper's account,

and to apply the proceeds of the private sale of such Gas to satisfy

any amounts owing by Shipper to Freebird under any Service Agreement.

Freebird's termination notice rendered in accordance with these General

Terms and Conditions shall be deemed sufficient notice for all purposes,

including, without limitation, for Articles 7 and 9 of the Code of

Alabama or any other version of the Uniform Commercial Code (or similar

law) as adopted in any relevant jurisdiction.


 

23.6 Early Termination. If an Event of Default by a Defaulting Party is not

remedied on or before the Early Termination Date and results in the

Non-Defaulting Party's election to terminate Service Agreements pursuant to

Section 23.3 above, the Defaulting Party, by its failure to remedy the Event

of Default, shall be deemed to have consented to such termination of service.

If Freebird is the Non-Defaulting Party, it will notify the FERC of such

termination of service at least thirty (30) days prior to the Early

Termination Date and all of Shipper's service rights may be terminated on the

Early Termination Date and any payment obligations for services not rendered

after the Early Termination Date will likewise be terminated. Freebird will

have the right to sell any terminated service to a third party as of the Early

Termination Date. Shipper will remain liable for all such obligations

accruing up to and including the Early Termination Date. Termination of

Service Agreements shall be effectuated as follows:


 

(a) The termination will occur on the Early Termination Date. All Service

Agreements then outstanding (except currently performing Hub Services

Agreements, as set forth above) will be terminated as of the Early Termination

Date in accordance with these termination provisions and, except as otherwise

provided in this Section 23.6, no further injections or withdrawals of Gas

shall thereafter be made under such terminated Service Agreements.


 

(b) With regard to Shipper's Storage Inventory in the Storage Facility:

(i) If Shipper is the Defaulting Party, Shipper shall not have any nomination

rights for the withdrawal of the Net Termination Balance and

redelivery of such Gas shall be pursuant to Section 23.6(b)(ii) below; but, if

Freebird is the Defaulting Party, Shipper shall have nomination rights for the

withdrawal of the Net Termination Balance, which shall be restricted only by

the terms of the relevant Service Agreement(s) if the service is FSS, but

which shall be subject to Section 23.6(b)(ii) below for all interruptible

services.


 

(ii) All withdrawals of Shipper's Gas shall be subject to the maximum daily

and hourly withdrawal limits set forth in the relevant FSS Service

Agreement(s), as well as all provisions of this Gas Tariff, and Freebird shall

use its best efforts to deliver to Shipper its Storage Inventory on such Days

and in such quantities as, in Freebird's reasonable determination, there

exists Interruptible withdrawal capacity