Chase Tower, 17th Floor. P.O. Boy Charleston, WV June

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1 STEPTOE 6r JOHNSON PLLC ATTORNEYS AT LAW Chase Tower, 17th Floor P.O. Boy 1588 Charleston, WV (304) (304) Fax Writer s Contact Information (304) Telephone kurt.kriegeri~steptoe-johnson.coiii J June VIA HAND DELIVERY Ingrid Ferrell, Executive Secretary Public Service Commission of West Virginia 201 Brooks Street Charleston, West Virginia Re: CASENO G-PC HOPE GAS, INC., dba DOMINION ENERGY WEST VIRGINIA Petition for consent and approval to enter into a Services Agreement with an affiliate, Dominion Gathering and Processing, Inc. Dear Ms. Ferrell: Enclosed for filing on behalf of Hope Gas, Inc., dba Dominion Energy West Virginia. please find the original and 12 copies of the above-referenced Petition for Consent and Approval. Please file the enclosed petition and distribute the additional copies to the appropriate parties at the Commission. Also, please date stamp the file copy provided and return it with our messenger. Thank you and please contact me should you have any questions. Sincerely, Kurt L. Krieger West Virginia 0 Ohio 0 Kentucky 0 Pennsylvania 0 Texas 0 Colorado

2 PUBLIC SERVICE COMMISSION OF WEST VIRGINIA CHARLESTON HOPE GAS, INC., dba DOMINION ENERGY WEST VIRGINIA Petition for consent and approval to enter into a Services Agreement with an affiliate, Dominion Gathering and Processing, Inc. PETITION FOR CONSENT AND APPROVAL COMES NOW Hope Gas, Inc., dba Dominion Energy West Virginia ("DEWV," "Company," or the "Petitioner") and, pursuant to W. VA. CODE and W. VA. CODE K. $ and of the Commission's Rules of Practice and Procedure (-'Rule" or "Rules"), respectfully petitions the Public Service Commission of West Virginia (the "Commission") for consent and approval to enter into the "Services Agreement (Gathering, Aggregation and Processing)" to be effective August 1, 201 8, with an affiliate, Dominion Gathering and Processing, Inc. ('*DGP"). attached as Attachment A ("Agreement") : In support of this Petition, Petitioner states as follows as required by Rules 10.9 and 1. The name and address of the Petitioner are: Hope Gas, Inc., dba Dominion Energy West Virginia 48 Columbia Boulevard Clarksburg, West Virginia The name and address of the affiliate, DGP, with whom the Petitioner desires to enter into the Agreement is: Dominion Gathering and Processing, Inc. 120 Tredegar Street Riverside Building

3 ( -Dominion ). Richmond, Virginia Petitioner and DGP are wholly-owned subsidiaries of Dominion Energy, Inc. 4. W. VA. CODE (f) requires DEWV to obtain the Coinmission s consent and approval, since the Agreement is with an affiliated corporation, person or interest. A. BACKGROUND 5. DEWV previously filed the currently effective version of the Agreement with the Commission, which received the Commission s prior consent and approval pursuant to W. VA. CODE ( f) ( *Prior Agreement ). 6. The Prior Agreement s initial term expired on March 3 1, 20 17, and is continuing on a month-to-month basis, with either party (DEWV or DGP) having the right to terminate the Prior Agreement on 120 days advance written notice. 7. Since entering into the Prior Agreement, DGP has continued to assess its facilities and the economics of providing service on those facilities to its customers, including services provided to DEWV, as the costs for such facilities must be recovered by DGP on a stand-alone basis. 8. DEWV and DGP have had numerous meetings to discuss service, rate and other issues of importance to each of them and to DEWV s customers for the purpose of developing an I Hope Gtrs, Inc., dbu Doininion Hop, Case No G-PC (Comm. Ord., Nov. 4, 2016) ( 2016 Order ). As further background, on October 1, 20 15, DEWV s affiliated, FERC-jurisdictional, interstate natural gas pipeline, Doininion Energy Transmission, lnc. ( DETI ), filed an application with FERC to transfer all of its non- FERC-jurisdictional gathering facilities (and other appurtenant and gas processing facilities) to DGP effective August I, FERC approved DETI s request and application on April 2 I, Dorninion Transmission, Inc., 155 FERC 7 6 1,07 1 (20 16). DETI also filed to terminate its provision of gathering and processing services effective July 3 1, 2016, since DGP became the owner of the assets previously used to provide those services. As a result, DEWV and DGP entered into the Prior Agreement to provide for the continuation of various services to DEWV previously provided by DETI. DGP is not subject to FERC jurisdiction

4 agreement to replace the Prior Agreement and continue the provision of services to DEWV and its customers going forward. 9. These discussions have also involved open and frank discussions about the existing and future challenges for DGP and DEWV related to the DGP system and conventional gas supplies on DGP required by DEWV to serve various customer locations, which challenges include, but are not limited to: a. Conventional, low-pressure natural gas production on DGP has decreased 40% in the past six years, and producer econoniics are challenged across the industry for traditional gathering systems like DGP s. b. DEWV requires DCP services and gas supplies attached to DGP to serve approximately 10,456 customers given their unique locations and lack of alternative natural gas supply sources. c. Operational challenges to DGP to provide service to DEWV are becoming more pronounced and present DGP with higher operations and maintenance costs to serve DEWV; such costs alone exceed revenues under the Prior Agreement. 10. In the early part of 2018, DEWV and DGP met with representatives with Conimission Staff and the Consumer Advocate Division to discuss the foregoing mentioned discussions and analysis between DEWV and DGP that have given rise to the new Agreement and its structure, which has also involved a discussion of the status of natural gas production connected to DGP. 11. Consequently, after months of discussion and negotiation, DEWV and DGP entered into the Agreement on June 11, 2018, to be effective August 1, 2018, for an initial term through July 3 1, 2021, thereafter continuing on a month-to-month basis with either party

5 (DEWV or DGP) having the right to terminate the Agreement on 120 days advance written notice. The Agreement supersedes and cancels the Prior Agreement. 12. DEWV aiid DGP working together have structured the Agreement to address the issues and services of iniportance to DEWV and its custoiners and identified the appropriate charges for providing those services to DEWV going forward to eiisure DEWV's continued access to gas supplies aiid services on DGP. B. THE AGREEMENT 13. IJnder the Agreement, DGP will contiiiue to provide to DEWV the same services and access to required gas supplies provided to DEWV under the Prior Agreement. This is of great importance to DEWV and its customers, service to whom would not be possible without the Agreement. 14. The Agreement is materially the same as the Prior Agreement in most respects,2 with the most notable exception being the cost mechanism that was the result of each of DEWV and DGP addressing all of the issues of concern to each as above described. 15. In particular, with respect to the cost mechanisni, Exhibit C to the Agreement sets forth a cost-based mechanism related to DEWV's monthly payment and DGP's recovery of actual prior year "Reliability Costs" and *'Wet Gas Costs." This mechanism is a balanced approach to ensure DGP's ability to continue to provide services using key facilities to DEWV customers by providing recovery of' actual costs incurred. 16. As part of DGP's analysis since entering into the Prior Agreement, DGP, working with DEWV, has identified the specific types of facilities and operating practices3 required and L For example: services and quantities (Article 2); term and fees (Article 3); nominations and scheduling (Article 4); balancing of receipts and deliveries (Article 5); pressure and compression obligations (Article 6): gas quality (Article 7); measurement (Article 8); billing and payment (Article 9); warranties (Article IO); liability with respect to possession of gas and indemnifications (Article 11); law, taxes and assignment (Article 12); creditworthiness (Article 13); termination (Article 14); notices (Article 15); force majeure (Article 16); and miscellaneous provisions (Article 17)

6 unique to providing service to DEWV customers, which include, but are not limited to, DGP- owned meters. dryers, drips and their related maintenance (e.g., testing, chart changes. repair and replacement). The rates for service DGP receives from DEWV under the Prior Agreement does not adequately reimburse DCP for the costs for these items, and DGP s provision of service to DEWV customers relying on DGP facilities and gas supplies is simply not ec~noinical.~ This is the genesis for the Reliability Costs and Wet Gas Costs provisions in the Agreement s Exhibit C. 17. As with the Prior Agreement, Agreement Section 17.8 makes the effectiveness of the Agreement subject to the Commission issuing an order approving this petition. 18. Thus, the Agreement provides for DEWV s continued ability to both receive locally produced West Virginia natural gas connected to the subject DGP facilities and deliver it to DEWV s customers uniquely located on those facilities. 19. Pursuant to Rule 10.9, Petitioner requests a waiver of the requirement to provide the financial or other information otherwise required by Rule 21 with respect to the Petitioner and DGP. As wholly-owned subsidiaries of Dominion, Petitioner and DGP are in sound financial condition. 20. The Agreement is in the public interest for the reasons stated above. Moreover, entering into the Agreement will have no negative effect upon Petitioner s provision of natural gas service in West Virginia; rather, it provides for the continuation of existing service, pursuant to the terms of the Agreement Thus, pursuant to W. VA. CODE lj and Rule 10.10, Petitioner requests that the Coinmission grant this Petition because the Agreement is reasonable, it does not give 3 For example, in order for DGP to provide service to certain DEWV customers, DGP must operate portions of its system at elevated pressures to provide service to DEWV customers, in particular, during the winter months. This has significant impacts on DGP that are not without cost. 4 As part of that analysis, DEWV and DGP continue to discuss whether the transfer of certain DGP facilities to DEWV is more economical to DGP, DEWV and DEWV s customers

7 Petitioner or DGP an undue advantage over the other, and tlie proposal does not adversely affect the public in this state. WHEREFORE, the Company respectfully requests that the Commission: (i) grant its consent and approval with respect to DEWV entering into the Agreement with its affiliate, DGP; (ii) waive tlie requirement to provide Rule 21 information on the financial condition of DEWV and DGP: (iii) (iv) (v) retain this matter and not assign it to the Division of Administrative Law Judges; waive notice and hearing on the Petition; and grant any other relief it deems appropriate. Respectfully submitted, HOPE GAS, INC., dba DOMINION ENERGY WEST VIRGINIA By Counsel Todd M. Swanson (WVSB do ) Ryan D. Ewing (WVSB No ) STEPTOE & JOHNSON PLLC Chase Tower, 17th Floor P. 0. Box 1588 Charleston, WV (304) Brim J. Fricke (WVSB No ) Senior Counsel Dominion Energy Services, Inc. Legal Department 925 White Oaks Boulevard Bridgeport, WV (68 1) Dated: June 12,

8 VERIFICATION STATE OF WEST VIRGINIA, COUNTY OF HARRISON to-wit: Jo Carol Fanner, after being duly sworn upon his oath states that she is Manager, Regulation for Hope Gas, Inc., dba Dominion Energy West Virginia, the Petitioner named in the attached and foregoing Petition for Consent and Approval and that she has read the same, and the statements and facts contained therein are true and correct, except insofar as they are therein stated to be on infomation and belief, and that, insofar as they are therein stated to be on information and belief, she believes them to be true. Taken, sworn to and subscribed before me this day of June, My commission expires /

9 Attachment A - Agreement

10 NO. GAP- 388 SERVICES AGREEMENT (Gathering, Aggregation and Processing) DOMINION GATHERING AND PROCESSING, INC., a Virginia corporation, ("Company") and, HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA ("Customer") have entered into this Gas Gathering, Aggregation and Processing Agreement (this "Agreement") effective as of August 1, Company and Customer are sometimes referred to in this Agreement singularly as a "Party" and collectively as the "Parties". WITNESSETH WHEREAS, Customer previously received gas gathering, aggregation and/or processing services from Dominion Energy Transmission, Inc., formerly Dominion Transmission, Inc. ("DETI"), an affiliate of Company, pursuant to the terms of a Gathering Pooling Agreement and a Rate Schedule IT-AGG Service Agreement; WHEREAS, DETl has sold all of its gathering system (the "Gathering System") and processing facilities to Company and DETl will no longer provide gathering, aggregation or processing services; WHEREAS, Company and Customer are entering into this Agreement to provide for the gathering, aggregation and processing services that Company will provide to Customer; WHEREAS, Customer is a natural gas local distribution company regulated by the WVPSC, an aggregator of natural gas supplies from various Appalachian producers at Receipt Points connected to the Gathering System, and desires to have Company gather, aggregate and process, if required, those supplies ("Customer's Gas"), and have the aggregated supplies delivered to the DETl system or other agreed-upon Delivery Points; WHEREAS, Company is willing to aggregate Customer's Gas received on the Gathering System, provide processing services, and re-deliver such Gas for Customer at the Delivery Points, on the terms and conditions set forth herein: and NOW, THEREFORE, for and in consideration of the mutual covenants herein contained, Company and Customer hereby agree as follows. ARTICLE I - DEFINITIONS 1.1 Specific Defined Terms. Capitalized terms used, but not otherwise defined in this Agreement, including the Exhibits hereto, shall have the meanings ascribed below. Other capitalized terms used in this Agreement and not defined below shall have the meanings ascribed to them throughout the Agreement. "Bcf" means one thousand (1,000) MMcfs. million "Btu" means a British thermal unit, which is equal to 1, joules. "MMBtu" means one 1~0,000) Btus. "Business Day" means Monday through Friday from 8:OO a.m. to 5:OO p.m. Eastern Clock Time ("E CT" excluding any Day in which United States federal banks are generally closed in observance of a holiday. "Day" or "Gas Day" means a period of twenty-four (24) consecutive hours, beginning and ending at 9:00 a.m. Central Clock Time ("CCT") on any calendar day. Page 1 of 21

11 NO. GAP- 388 "Delivery Point(s)" mean the point(s) of interconnections, between the Gathering System and the DETl system (from areas currently known as Pods and previously known as "Supply Aggregation Points"), or any other point(s) of interconnection with a Downstream Transporter, at which Company shall deliver Customer's Gas to Customer or for Customer's account. "Pods" are discrete supply areas on Company's system, which shall be posted on Company's EBB. Delivery Points do not include "Gathering Delivery Points" as defined below. "Downstream Transporter" means any gatherer, intrastate or interstate pipeline: i) directly connected to the Gathering System downstream of the Delivery Point(s) or ii) with respect to processing service, receiving Residue Gas at the outlet of the Plant. "Dt" - shall mean dekatherm and shall be the quantity of heat energy equal to 1,000,000 Btus "EBB" means Company's electronic bulletin board. The EBB consists of two component web sites, the Informational Postings web site and the Customer Activities web site, which is available to DekaflowTM System Users. "m' means the quantity of Gas used or consumed in the operation of the applicable system (Gathering System or Plant), including Gas consumed in compressor stations and dehydration facilities that are part of the applicable system and an amount for all Gas lost as a result of, but not limited to, leaks, venting, purging and other losses, discrepancies due to metering inaccuracies, variations of temperatures, pressure, composition and other variants, and other physical and operational circumstances including the natural condensation of liquid hydrocarbons. Fuel will be separately stated for gathering and processing, and will be separately identified in the Rates section of Exhibit A, if applicable. Fuel may include electric, steam, gas and hydrogen, used by Company to provide processing and fractionation services at the Plant ("Plant Fuel"), and will be separately identified in the Rates section of Exhibit A, if applicable. "Gas" or "Natural Gas" means natural gas as produced from wells in its natural state, including all of the hydrocarbon constituents and inert constituents thereof. "Gatherinq Deliverv Points" means points of interconnection on the Gathering System where Company delivers Gas to Customer or for Customer's account directly to Customer's end user and/or retail gas services customers served directly from the Gathering System, and are as set forth on Exhibit D, as it may be amended from time to time, and which points are subject to the terms and conditions on Exhibit C. "Gatherinq System" means the Company's pipeline and related facilities that will be operated by Company for the purpose of receiving Gas at the Receipt Points and redelivering it to the Delivery Points. Company's Gathering System shall be comprised of its "Dry System" and its "Wet System". The facilities that comprise Company's Wet System and Dry System, as amended from time to time, shall be posted on Company's EBB. "Interruptible" means service that is subject to interruption by Company and, if applicable, is subject to a prior and higher claim by another shipper or class of shippers, without liability, as set forth herein. "w' mean any laws, rules, regulations, decrees and orders of the United States of America and all other governmental bodies, agencies or other authorities having jurisdiction over or affecting the provisions contained in or the transactions contemplated by this Agreement or the Parties or their operations, whether such Laws now exist or are hereafter amended or enacted. "Liquid Product(s1" mean ethane, propane, butane, isobutane, and natural gasoline (C5+) Page 2 of 21

12 NO. GAP- 388 "Maximum Daily Quantity'' or "MDQ" shall mean the estimated flowing supply (as described in Section 2.l(a) of the Agreement), that Customer may nominate and deliver to Company at the Receipt Points and that Company shall re-deliver at Delivery Points and/or Gathering Delivery Points in accordance with the terms of this Agreement. "Mcf' means the volume of dry gas that occupies one thousand (1,000) cubic feet at a temperature of 60 degrees Fahrenheit, a pressure of pounds per square inch absolute (p.s.i.a.); "MMcf' means one thousand (1,000) Mcfs. "Month" means a period beginning at 9:00 a.m. CCT on the first of a calendar month and ending at 9:00 a.m. CCT on the first Day of the next succeeding calendar month. "NGLs" mean natural gas liquids, meaning liquid hydrocarbon mixtures that are gases at reservoir temperatures and pressures but can be recovered through processing. "Person(s)" means any individual or entity, including, without limitation, any corporation, limited liability company, joint stock company, general or limited partnership, or government authority (including any agency or administrative group thereof). "m' means all Gas processing facilities utilized by Company to process Customer's Gas, which currently include the following plants: the Hastings Extraction/Fractionation Plant near Pine Grove in Wetzel County, WV; the Copley Run Extraction Plant near Copley Run in Lewis County, WV; the West Union Extraction Plant near West Union in Doddridge County, WV; and the Lightburn Extraction Plant near Jane Lew in Lewis County, WV, "Plant Shrink" means the amount of Btus removed from Customer's Gas solely as a result of removing NGLs from Customer's Gas at processing Plants. Plant Shrink does not include Gathering Fuel or Plant Fuel. Points. "pool" means an accounting aggregation of the receipts of Customer's Gas from the Receipt "Receipt Point(s)" means the point or points located on the Gathering System, as specified in Exhibit A and any future mutually agreeable point(s) of interconnection, where Customer delivers Gas to the Gathering System. "Residue Gas" means the quantity of Customer's Gas received at the Receipt Points (or at the inlet of the Company's Plant to the extent Gas is delivered directly by the Downstream Transporter to Company's Plant if gas is not received originally on Customer's Gathering System) reduced by the Dt equivalent of (a) applicable Retention and (b) for customers not under the "keep whole processing service", the Liquid Products extracted, lost and unaccounted for gas and gas used as Plant Fuel at the Plant. "Retention" means the amount of Customer Gas authorized to be retained by Company under the terms of this Agreement as a set percentage of Customer's Gas for processing service, gathering service, and/or Fuel, as further defined in Section 3.2 of this Agreement. "Retention" may be referred to as "Service Retention" to the extent applicable to processing and/or gathering services; or "Fuel Retention" to the extent applicable to Fuel. "Taxes" means any taxes levied or assessed by any governmental authority relating to Customer's Gas or the services provided by Company hereunder, other than taxes based on or assessed against net income or net worth. Page 3 of 21

13 NO. GAP- 388 "Thermal Content" means the product of the volume of Gas delivered at the Receipt Points by Customer and the Total Heating Value of such Gas, adjusted to a same pressure base of psia, and expressed in Dt. "Total Heatinq Value" means the number of British thermal units produced by the combustion, at constant pressure, of the amount of anhydrous gas which would occupy a volume of one cubic foot at a temperature of sixty (60) degrees F and dry and under an absolute pressure of pounds per square inch, equivalent to kpa and 15 degrees C, and dry, with air of the same temperature and pressure as the Gas, when the products of combustion are cooled to the initial temperature of Gas and air, and when the water formed by combustion is condensed to the liquid state. The standardized reporting basis for gigacalorie shall be Kglcm2 and 15.6 degrees C and dry. "WVPSC" means the Public Service Commission of West Virginia, which regulates Customer as a regulated natural gas distribution utility. ARTICLE 2 - SERVICES; QUANTITIES 2.1 Services. During the term of this Agreement and subject to the terms and conditions of this Agreement, Company will provide Customer with the following services described below and as further detailed in Exhibit A. (a) Gatherinq Service: For all Gas received on Company's Gathering System, Company will accept at the Receipt Point(s) all Customer's Gas delivered at the Receipt Point(s) up to the MDQ and will redeliver an equivalent Thermal Content of Gas received, less Retention as applicable and set forth in Exhibit A, if applicable, at the Delivery Point(s) on an Interruptible basis in accordance with the terms of this Agreement. The MDQ shall be equal to the estimated flowing supply approved by Company in accordance with Section 4.1 hereof, as adjusted from time to time. (i) Gathering Delivery Service. To the extent that Gathering Delivery Service is applicable to Customer as reflected on Exhibit C, Company as part of Customer's Gathering Service, will provide a gathering delivery service to the Gathering Delivery Points on Exhibit D on an interruptible basis, in accordance with the terms of this Agreement and the provisions set forth in Exhibit C of this Agreement. In the event of a conflict between this Agreement and Exhibit C, Exhibit C shall govern with respect to service to the Gathering Delivery Points. (b) Processinq Service (9 For Customer's Gas received on Company's Wet System or delivered to a Plant that straddles a Downstream Transporter's system, Company shall process Customer's Gas, up to the Processing MDQ, exclusive of applicable Fuel, at the Plant where Company shall remove the Liquid Products from the natural gas stream of Customer's Gas prior to delivering Customer's Gas, net of Fuel and applicable Retention set forth in Exhibit A, to the Downstream Transporter on behalf of Customer, in accordance with the terms of this Agreement. Unless Exhibit A provides for firm processing (including the relevant terms and conditions), all processing for Customer shall be on an Interruptible Basis. The MDQ for the interruptible processing shall be equal to the estimated flowing supply approved by Company in accordance with Section 4.1, as adjusted from time to time. (ii) Unless otherwise specifically provided in Exhibit A, the processing service pursuant to this Agreement is provided as a "keep whole service," meaning that Company shall retain the Liquid Products extracted and shall replace the equivalent of the Btu's removed at the outlet of the Plant (Plant Shrink) for delivery for the account of Customer to the Downstream Transporter at the outlet of the Plant or other mutually acceptable location except for Retention specified on Exhibit A. Page 4 of 21

14 NO. GAP- 388 (iii) Company may process Customer's Gas received on the Wet System after delivery of the Gas to Downstream Transporter at a Plant that straddles Downstream Transporter's system. In that event, Company shall make arrangements with Downstream Transporter in accordance with the requirements of Downstream Transporter to have Customer's Gas processed at Company's Plant and then deliver such processed Gas (including any applicable Plant Shrink under a "keep whole service" arrangement) to Downstream Transporter's system. (iv) Customer acknowledges that Company reserves to itself the management of its Plant to meet the processing obligations hereunder and Customer does not have any individual capacity rights to Company's Plant; provided however, this provision does not decrease Company's obligations to process Customer's Gas delivered to Company's Wet System in accordance with this Agreement. (c) Aqqreaation Service. Company shall allow Customer to aggregate natural gas supplies received at the various Receipt Points into a Pool in accordance with the terms of this Agreement, including Articles 4 (Nominations and Scheduling) and 5 (Pooling and Gas Imbalances), so long as Customer maintains at least 300 Dt per Day of actual flowing supply in its Pool, excluding imbalance quantities. If Customer fails to maintain this minimum quantity of at least 300 Dt per Day of actual flowing supply, Company may terminate this Agreement, in its sole discretion, by means of thirty (30) days' prior written notice to Customer Interruption of Services. (a) Company shall have the right to interrupt, or to discontinue, service in whole or in part on all or a portion of its Gathering System (or at a Plant) from time to time for reasons of Force Majeure as defined in Article 16, or when necessary, in Company's reasonable judgment, to meet its system operating requirements or other service obligations, and to perform repair and maintenance as necessary to maintain the operational capability on the Gathering System (and the Plant) or to comply with applicable regulatory requirements. Company shall exercise due diligence to schedule repair and maintenance so as to minimize disruptions of service to Customer and shall provide reasonable notice of the same to Customer. Company shall dispatch available Gas in an equitable manner using Company's judgment on the operating conditions at the time. (b) Company shall post any notices issued by Company via its EBB to alleviate operational conditions on its Gathering System and/or to meet Company's service obligations that require action by the Customer, including the elimination of Imbalances (as defined and provided in Section 5.1) wholly or partially. If Customer fails to comply within the time stated in the notice, to the extent such stated time is commercially reasonable given the specific operational requirements of the request, or if no time period is stated in the notice, within a commercially reasonable period of time, Company may assess appropriate, usual and customary penalties (if posted in advance on the EBB) and/or in the event of intentional or repeated failures to timely comply with such notices, terminate this Agreement, in its sole discretion, upon 30 days' notice by means of written notice to Customer with immediate effectiveness or upon 120 days' notice to the extent the provisions of Exhibit C are applicable. ARTICLE 3 - TERM AND FEES 3.1 Term. Subject to Section 17.8, this Agreement shall be effective as of August 1, 2018 ("EffectiveDate") through July 31, 2021, and unless provided otherwise in Article 14, Exhibit A, or Exhibits C, D-I or 0-2 (for Gathering Delivery Points) shall continue from month to month thereafter unless terminated by either Party at the end of any Month upon no fewer than 120 Days advance written notice. All indemnity obligations, payment obligations, and imbalance resolution provisions shall survive the termination or expiration of this Agreement. Page 5 of 21

15 NO. GAP Rates or Charaes. Customer shall pay Company the rates or charges for Services providedhereunder, as applicable, set forth in Exhibit A (for all services other than Gathering Delivery Service), which may be reflected based upon metered quantities at the Receipt Point either as, a volumetric charge billed to Customer or as Service Retention, or a combination thereof, and Exhibit C (for Gathering Delivery Service). In addition, Customer shall be responsible for Customer's allocated pro rata share of Fuel based upon metered quantities, which shall be furnished to Company (with title transferred) at no cost to Company. In lieu of billing Customer its pro rata share of Fuel, Company may retain a specified Fuel Retention percentage based on metered quantities which shall be set forth in Exhibit A. Company shall calculate applicable Retention by multiplying the applicable Retention percentage by the metered quantities at the Receipt Point. ARTICLE 4 -NOMINATIONS AND SCHEDULING Estimated Flowinq Supplies. (a) For each meter associated with a Receipt Point, Company shall provide Customer with an Estimated Flowing Supply ("EFS"), net of Gathering Fuel, based on the latest available actual information on or about the twenty-fifth (25Ih) Day of the Month immediately preceding the production Month. (b) Customer will provide electronically or via Company's EBB by no later than five (5) Business Days prior to the production Month, a complete list of meters associated with the Receipt Point(s) for the applicable production Month and an updated production estimate for the monthly EFS, net of Gathering Fuel. Unless Company reasonably objects to the updated monthly EFS as provided by Customer, Company shall approve such EFS, including any requested changes, at least three (3) business days before the end of the Month preceding the production Month. If Company does not approve the updated monthly EFS, Company and Customer will negotiate in good faith in an effort to mutually agree as to the EFS by the last working date of the Month preceding the production Month. If the Parties otherwise fail to agree on the EFS for the Month, the Parties agree to use Company's most recent production estimate, net of Gathering Fuel for Customer's EFS for that Month Nomination Procedures (a) No later than 1:00 P.M. CCT on the day prior to any Gas Day when Customer desires Company to receive Customer's Gas, Customer shall submit a nomination to Company via its EBB, specifying the quantities of Gas to be received by Company at each Receipt Point(s) and delivered by Company to Delivery Point(s) (and if applicable, Gathering Delivery Points), and Customer-defined begin dates and end dates for the nomination. Customer shall nominate from Customer's Pool the EFS, less applicable Retentions, (both Gathering and Processing), as confirmed and agreed to by Company. Customer will also separately nominate, if applicable, to Company the Service Retentions for Gathering and Processing and Fuel Retention for Processing. For Gathering Delivery Points to customers of eligible WVPSC regulated utilities, Company shall estimate for the applicable month the quantities to be delivered to the Gathering Delivery Point(s) by Pod as equivalent to the measured delivered quantities delivered by Pod in the same month for the prior year (Monthly Gathering Deliveries), unless otherwise adjusted by Customer in accordance with the timelines set forth herein. The monthly approved EFS, less applicable retentions, in aggregate must be equal to the estimated Monthly Gathering Deliveries. Company may, in its sole discretion, accept nominations at such later times as operating conditions permit and upon confirmation that corresponding upstream and downstream arrangements have been made in a manner satisfactory to Company. Company will first schedule nominations received in accordance with the timeline set forth above. Company will then determine if it will accept and schedule nominations received after the applicable deadline; provided however, any nominations Page 6 of 21

16 NO. GAP- 388 received after the stated deadline may be reduced as necessary to match the corresponding downstream nominations at the Delivery Point(s). (b) All nominations shall include Customer-defined begin dates and end dates. Specifically, Customer may nominate for several Days, or an entire Month, provided the nomination begin and end dates are within the term of this Agreement. All nominations shall be in uniform daily quantities. All nominations are considered original nominations, and must be replaced to be changed. When a nomination for a date range is received, each Day within that range is considered an original nomination. When a subsequent nomination is received for one or more Days within that range, the previous nomination is superseded by the subsequent nomination only to the extent of the Days specified. The Days of the previous nomination outside the range of the subsequent nomination are unaffected, Nominations have a prospective effect only. (c) applicable: Customer also will provide the following information as part of its nomination, if (i) The applicable transportation contract number to be used by Customer for transportation on the Downstream Transporter, and the transportation quantities nominated by Customer by transportation contract; (ii) By the first Day of each Month in which Gas is to flow: (1) a supply priority list for the Monthly quantity for each Delivery Point, which shall specify which Receipt Points will be curtailed in the event that aggregate receipts into a Delivery Point exceed nominations during the Month; and (2) a reduction list for the Monthly quantity at each Delivery Point, which shall specify which shippers will not receive Gas in the event that aggregate nominations from a Delivery Point exceed associated supplies; and (iii) Such other data as Company deems reasonably necessary, including updates to EFS, as specified on Company's EBB. (d) If applicable for Delivery Points involving a Downstream Transporter, the procedures for, and confirmation of, nominations at all times is subject to the requirements of the Downstream Transporter. All nominations must be confirmed by the Downstream Transporter that will physically receive the Gas. Company and the Downstream Transporter, and not Customer, will be responsible for confirmations. Company shall have no obligation to deliver Customer's Gas to the Delivery Point(s) unless the Downstream Transporter at that point confirms that it will accept such Gas. (e) Company shall not be obligated to provide service hereunder on any Gas Day that Customer does not nominate pursuant to the procedures herein. Any waiver by Company of any provision of this Section shall not constitute a waiver of Company's future rights under this Agreement. 4.3 Schedulincj and Priority of Services. (a) Scheduling of receipts and deliveries of Gas between the Receipt Point(s) and Delivery Point(s) shall be in accordance with Company's nomination and scheduling procedures, as set forth in this Article 4, and with the nomination and scheduling procedures of the Downstream Transporter. Company shall be allowed to rely conclusively on the information submitted by Customer as part of the nomination in confirming the nomination for scheduling and allocation. (b) Company shall schedule service when, and to the extent that, in Company's sole opinion, capacity is available in Company's existing facilities after taking into account all Gathering System and Plant operating requirements. Company shall then schedule service giving priority to Firm service (up to each customer's firm MDQ) prior to providing Interruptible service. Among Interruptible service customers, Company shall schedule service based on the applicable unit rate paid per Dt of service and on a pro rata basis among any customers that are paying an equivalent rate per Dt. Page 7 of 21

17 NO. GAP- 388 (c) The maximum quantity of Gas that Company is obligated to receive at the Receipt Point(s) and deliver at the Delivery Point(s) during any given hour of any Day is one twenty-fourth (1/24) of Customer's scheduled quantity at a flow rate consistent with customary natural gas industry practices. Any acceptable variation in the flow rate will be confirmed in writing via fax or by Company, with an acknowledgment returned to Company by Customer Allocations, Curtailments and Interruptions of Services (a) Nominations Exceed Available Capacitv. If nominations for deliveries to any Delivery Point exceed the available capacity to or at such Delivery Point, capacity to the Delivery Point shall be allocated based on the scheduling priority set forth in Section 4.3. Within the same priority of service, Company shall endeavor to reduce receipts based on the supply priority list provided pursuant to Section 4.2.c. above. Company may allocate its deliveries to a Delivery Point on a pro rata basis based on confirmed nominations if deemed appropriate to maintain the operational integrity of the Gathering System. (b) Receipts Exceed Deliverv Nominations. In the event aggregate receipts exceed aggregate nominations to a Delivery Point at a level that impairs Company's ability to reliably meet its obligations or jeopardizes the operational integrity of its system, Company shall be entitled to interrupt or curtail service and to order Customer to curtail supplies. To the extent operationally feasible, receipts shall be reduced in the reverse order of the scheduling priorities set forth in Section 4.3. Within the same priority of service, Company shall endeavor to curtail receipts to match nominations based on the supply priority list provided pursuant to Section 4.2.c.ii above. If Customer does not curtail supplies as required by such order, Company shall also be authorized to physically shut in the meters based on the supply priority list. Notwithstanding any other provision of this Agreement, Company may allocate downstream pipeline receipts at Delivery Points with Downstream Transporters on a pro rata basis based on confirmed nominations if deemed appropriate to maintain the operational integrity of the Gathering System. (c) Deliverv Nominations Exceed Receipts. In the event that aggregate nominations exceed aggregate receipts for deliveries to any Delivery Point that impairs Company's ability to reliably meet its obligations or jeopardizes the operational integrity of its system, Company may in its discretion (1) require Customer either to increase receipts to match its nominations or to reduce its nominations to match supply and/or (2) reduce delivery nominations according to the reduction list provided by Customer. To the extent operationally feasible, deliveries shall be reduced in the reverse order of the scheduling priorities set forth in Section 4.3. Within the same priority of service, Company shall endeavor to reduce supplies delivered to Customers based on the reduction list provided pursuant to Section 4.2.c.ii above. Notwithstanding any other provision of this Agreement, Company may reduce deliveries on a pro rata basis based on confirmed nominations if deemed appropriate to maintain the operational integrity of the Gathering System. 4.5 via its EBB. Company may post changes to the nominations and scheduling timelines and procedures ARTICLE 5 - POOLING AND GAS IMBALANCES 5.1 General. The Parties acknowledge that the aggregation of nominated quantities received from Customer or for Customer's account into the Pool is an aggregation of the receipts at the various Receipt Points for delivery to the Delivery Points, and not a balancing service. The Parties further acknowledge that the quantity of Gas actually received each Day, net of gathering Fuel, at each Receipt Point will equal the scheduled quantities for that Receipt Point. As such, Customer agrees that it will use its best efforts to ensure for each Day that actual physical receipts into the Pool will equal scheduled deliveries out of the Pool to the various Delivery Points. At times, the actual physical Gas received into the Pool for the Month may differ from the scheduled quantities out of the Pool for the Month, where the difference is called the "Imbalance". Under certain circumstances where Customer delivers Gas from Page 8 of 21

18 NO. GAP- 388 the Pool to a point on the Gathering System, any delivered Imbalances shall be calculated as part of Customer's cumulative Imbalance hereunder. 5.2 Tolerance. Subject to the provisions herein, the cumulative Imbalance shall not exceed ten percgt (10%) of the most recently reported "actual receipts, net of Retention" as provided by Company to Customer. This provision does not grant Customer any entitlement to maintain physical Imbalances on the Gathering System. Company may in its sole discretion change this tolerance level, by written notice to Customer or via its EBB, at any time based upon the prevailing operating conditions at the time. 5.3 Confirmation Statements. On or about the twenty-fifth (25th) Day of the Month immediately preceding a production Month, Company will provide Customer with Imbalance confirmation statements for the prior Month showing the actual receipts, net of Retention, into the Pool ("Net Receipts"), actual deliveries out of the Pool, and any resulting Imbalance between Net Receipts and deliveries. Notification of Imbalances shall be made by Company by to Customer's designee and posting the Imbalance via the EBB. Within ten (IO) Days after Company posts on its EBB the notice of availability of the Imbalance confirmation statement, Customer shall indicate acceptance by returning to Company a signed copy of such statement. If Customer disputes the Imbalance confirmation, it shall provide Company with written notice detailing the basis for its disagreement within that same time period. Customer's failure to provide the signed confirmation statement, or notice of its disagreement, within ten (IO) Days after the EBB posting shall be deemed an acceptance of the Imbalance confirmation. (a) Imbalance Resolution. Customer agrees to eliminate the Imbalance pursuant to terms of this Agreement. Imbalances shall be resolved as follows: (b) Customer shall eliminate any Imbalance of the Net Receipts for a Month as promptly as possible but in no event later than the end of the next succeeding Month after notification of the Imbalance; provided however, at times, Company may notify Customer that operating conditions prevent Imbalance paybacks and given the non-contiguous nature of the Pods, possible unavailability of Customer's Gas, and Customer's WVPSC regulated obligation to provide service at the Gathering Delivery Points and dependence on Company's delivery of gas at the Delivery Points. If so notified, Company and Customer may from time to time mutually agree to the appropriate imbalance payback or resolution mechanisms, whether in-kind or by cash out, and timelines. Make-up quantities to correct Imbalances shall have the lowest priority of service on the Gathering System. Priority within this class shall be determined on a first-come, first-served basis. For operational purposes, Company shall have the right and sole discretion to schedule make-up quantities at a higher priority, without liability to Customer or any other entity. (c) Notwithstanding the terms of Section 5.3(a), Customer shall fully comply with any notices issued by Company via its EBB pursuant to Section 2.2(b). 5.4 Operational Reauirements. If operating conditions require, Company, in its sole discretiotmay immediately take whatever other steps are necessary in order to eliminate Imbalances as soon as possible, including but not limited to, restricting nominations and receipts, applying receipts into the Pool toward Imbalances, and restricting deliveries out of the Pool (that may be used to source Customer's downstream transportation agreements) to resolve Imbalances. In addition, Company may remotely stop receipt of Gas until the Imbalance is resolved or confiscate Customer's Gas (at no cost to Company) in order to resolve the Imbalance. Customer hereby grants Company any necessary authorization to shut-off Gas at Receipt Points in the event Customer fails to take the necessary actions to resolve Imbalances (or the pressure concerns set forth in Section 6.3) and in no event shall Company be liable for any damages resulting from its exercise of this right. Page 9 of 21

19 NO. GAP- 388 ARTICLE 6 - PRESSURES; COMPRESSION 6.1 Pressure. Customer shall make deliveries of Customer's Gas to Company, at the Receipt Kint(s), at pressures sufficient to enter the Gathering System against the prevailing operating line pressures on the Gathering System as they may exist from time to time at the Receipt Point(s). Company shall not be obligated to lower such line pressure for purposes of receipt of Customer's Gas by compression or otherwise. 6.2 Compression. Customer shall not compress, or cause to be compressed, Gas delivered to Company pursuant to this Agreement prior to receipt at the Receipt Point(s) without the prior written approval of Company unless Customer, or an operator of a well for whom Customer is acting under this Agreement, has entered into a Compression Agreement with Company. 6.3 Pressure Requlation. If the pressure of Customer's Gas at a Receipt Point is or becomes too highfor the ' safe and efficient operation of the Gathering System in the vicinity of the Receipt Point, Company shall use reasonable efforts to notify Customer or an operator of a well for whom Customer is acting under this Agreement, of the overpressure location, but shall not be obligated to regulate the pressure or control the flow of Gas to reduce such pressure, to continue to receive Gas at such point until the situation is rectified, or to install, operate and maintain necessary equipment and facilities to protect Company's system and connected wells and other facilities from over-pressurization resulting from any cause. ARTICLE 7 - GAS QUALITY 7.1 Specifications. All Gas tendered by Customer for gathering in the Gathering System at the Receipt Point(s) shall conform to all Company's "Quality Specifications" set forth in Exhibit B, as may be reasonably amended from time to time via Company's EBB to ensure that Company may deliver Gas in accordance with the then-applicable gas quality specifications of the Downstream Transporter(s) to which Customer's Gas is delivered. If the applicable Downstream Transporter at any Delivery Point modifies its applicable gas quality specifications, Company shall be entitled, in its sole discretion, to modify its own Quality Specifications as necessary, by means of notice to Customer via Company's EBB. 7.2 Testinq and Sampling. Company shall have the right to test Gas at any Receipt Point from which Gas is tendered to Company pursuant to this Agreement to ensure that the Gas produced meets the Quality Specifications. Customer or its designee shall have the right to witness all sampling of the Gas delivered hereunder, and to inspect any equipment used in determining the nature or quality of the Gas. Upon request by Customer, Company shall make a reasonable effort to notify Customer in writing and in advance of any such Gas sampling, so that Customer or its designee may be present. Customer shall have the right to take duplicate samples or conduct simultaneous tests, and if a difference is noted, Customer may request a sample be taken and analyzed by an independent third party with such third party's results being used for this Agreement, such sampling or tests to be at Customer's cost and expense. 7.3 Non-Conformance. If Customer's Gas offered for receipt by Company hereunder shall fail at anytime to conform to any of the Quality Specifications, then Company shall notify Customer, and Company may, at its option, refuse to accept delivery pending correction. Upon Customer's failure promptly to remedy any lack of conformity with the Quality Specification, then Company may accept delivery of such Gas and may, subject to notification to Customer, make changes necessary to bring such Gas into conformity with such specifications, and Customer agrees to and shall reimburse Company for any reasonable expense incurred by it in effecting such changes. 7.4 Possession and Indemnification. Company shall not be considered to have taken possession of Customer's Gas if the Gas does not conform with the Quality Specifications. If Customer delivers Gas of non-conforming quality to Company, Customer shall be responsible for, and shall indemnify, defend, and hold Company harmless from and against any and all suits, actions, damages, Page 10 of 21

20 NO. GAP- 388 costs, losses, expenses, and liability for injury to, or death of persons or damage to property of Company or third persons resulting there from. Customer shall reimburse Company for any costs, liabilities, losses and expenses incurred by Company as a result of Customer's non-compliance with the Quality Specifications; provided, however, that Customer shall not be responsible for, nor shall Customer indemnify Company, for any damages, claims, actions, costs, losses or expenses that are a result of Company's gross negligence or willful misconduct. 7.5 Quality After Processing. Provided that Customer's Gas complies with the Quality specifications set forth in this Article 7 at the Receipt Point(s), Company shall ensure that the Residue Gas at the outlet of the Plant shall have been processed in such a manner as to allow it to flow on the system of the Downstream Transporter in compliance with its Gas quality requirements. Company shall communicate with the Downstream Transporter regarding the compliance of Residue Gas at the outlet of the Plant with the Downstream Transporter's requirements, including all applicable surcharges. ARTICLE 8 - MEASUREMENT 8.1 Measurement Unit, Quantity and Heating Value Determinations. The unit of Gas deliverable hereunder shall be one Dt, measured in accordance with generally acceptable industry standards, as determined by Company. The quantity and heating value of Gas received or delivered by Company shall be determined in accordance with generally acceptable industry standards, as determined by Company Ownership and Operation of Measurement Eauipment (a) Unless otherwise agreed, Company shall install, operate and maintain all measuring equipment required for purposes of this Agreement. The quantity of Gas delivered hereunder shall be measured in accordance with the published recommendations of the A.G.A. as amended or superseded from time to time. (b) As between Company and Customer with respect to Receipt Points, Customer shall reimburse Company for all costs incurred by Company to construct and install any facilities required, new or replacement metering facilities to receive Customer's natural Gas into the Gathering System. Customer will reimburse Company for the cost of such facilities prior to Company commencing or continuing service hereunder. (c) Customer may install, maintain and operate, at its own expense, such check measuring equipment as desired, provided that such equipment shall be so installed as not to interfere with the operation of Company's measuring equipment Low Volume and Shared Receipt Points (a) If total deliveries of Gas to Company at a Receipt Point fall below an average daily flow rate of 2,400 actual cubic feet, Company may employ any reasonable means of measuring such receipts, including estimates, but Company makes no representation or warranty as to its ability to accurately measure receipts of such low volumes. (b) For any Receipt Point shared with customers of Customer, such Customer's customers must provide to Company the designated "Point Operator" for such Receipt Point. The designated Point Operator will be responsible for allocating quantities to the appropriate Customer's customers behind the Receipt Point. (c) Uneconomic Facilities. Except as set forth on Exhibit C with respect to Gathering Delivery Points, if in Company's reasonable judgment, it is uneconomical to continue to operate a facility on which a Receipt Point(s) is located, Company has the right to remove such facilities from service, upon receipt of any necessary regulatory approvals. If total deliveries of Gas to Company at a Receipt Point Page 11 of 21

21 NO. GAP- 388 fall below an average daily quantity of ten (IO) Dt for any thirty (30) Day period, Company may remove such facilities from service unless Customer or its supplier(s) at such Receipt Point, agrees to assume responsibility for the Receipt Point measurement, subject to the provisions of a measurement operation requirements agreement between Customer and Company that is acceptable to Company in its sole discretion Meter Testinq and Access to Tests and Records (a) The accuracy of Company's measuring equipment shall be verified by Company at reasonable intervals, and, if requested, in the presence of representatives of Customer, but Company shall not be required to verify the accuracy of such equipment more frequently than once every ninety (90) Days. Subject to that limitation, in the event either Party shall notify the other that it desires a special test of any measuring equipment, the Parties shall cooperate to secure a prompt verification of the accuracy of such equipment. (b) Company and Customer shall have the right to be present at the time of any installing, reading, cleaning, changing, repairing, inspecting, testing, calibrating or adjusting done in connection with the other's equipment used in measuring or checking the measurement of deliveries hereunder. The records from such equipment shall remain the property of their operator, but upon request each will submit to the other its records and charts, together with calculations therefrom, for inspection and verification, subject to return within ten (IO) Days after receipt thereof. 8.5 Failure of Meters. In the event a meter is out of service or registering inaccurately, the quantityofgas delivered hereunder shall be determined: (a) By using the registration of any check meter or meters installed in accordance with industry practice, and accurately registering; or, in the absence of (a): (b) By correcting the error if the percentage of error is ascertainable by calibration test or mathematical calculation; or, in the absence of both (a) and (b): (c) By estimating the quantity of delivery by deliveries during periods under similar conditions when the meter was registering accurately Meter Correction, Meterinq Record Preservation, Data Corrections. (a) If, upon test, any measuring equipment is found to be in error by not more than two percent (2%), previous recordings of such equipment shall be considered accurate in computing deliveries hereunder, but such equipment shall be adjusted at once to record correctly. If, upon test, any measuring equipment shall be found to be inaccurate by an amount exceeding two percent (2%) at a recording corresponding to the average hourly rate of flow for the period since the last preceding test, then any previous recordings of such equipment shall be corrected to zero error for any period which is known definitely, but in case the period is not known definitely or agreed upon, such correction shall be for a period extending over one-half of the time elapsed since the date of the last test, not exceeding a correction period of six (6) Months. (b) Company shall preserve for a period of at least three (3) years all test data, charts and other similar records. (c) Measurement data corrections should be processed within six (6) Months of the production Month (or upon completion of a meter test) with a three (3) Month rebuttal period, unless mutually agreed otherwise. This standard shall not apply in the case of deliberate omission or misrepresentation or mutual mistake of fact. The Parties' other statutory or contractual rights shall not otherwise be diminished by this standard. Page 12 of 21

22 NO. GAP- 388 ARTICLE 9 - BILLING AND PAYMENT (a) Company shall render bills and imbalance statements on or before the ninth Business Day of each Month for all services hereunder. (b) Both Company and Customer shall have the right to examine, at reasonable times, books, records and charts of the other to the extent necessary to verify the accuracy of any statement, charge or computation made under or pursuant to this Agreement. (c) The sequence of Gas passed through the meter for billing purposes shall be in accordance with the scheduling priorities set forth in Section 4.3 above Pavments (a) Customer agrees to pay Company by wire transfer of federal funds as directed by Company from time to time in writing to Customer unless Company and Customer mutually agree upon a method of payment other than wire transfer which will result in timely receipt of payment by Company. All payments shall include reference to the related invoice number(s), and are due within ten (IO) Days of the date that Company renders its bill, except when such Day is not a Business Day, in which case payment is due the following Business Day. Payment shall be made for all services hereunder and billed by Company in a statement for such Month, according to the measurements, computations, and prices herein provided. (b) If Company fails to receive full payment of any portion of any bill for services hereunder, as herein provided when such amount is due, Company shall charge interest each Month on the unpaid portion of the bill, which shall accrue at a rate of interest equal to the prime commercial lending rate or base rate then quoted by Citibank, N.A. at its principal office for loans in the United States plus a margin of two percent (2%) per annum from the date such amount was due until the date paid in full, calculated on a Monthly basis. Customer shall submit supporting documentation; Company will attribute payment in accordance with any supporting documentation provided by Customer. If payment differs from the invoiced amount, Customer shall provide remittance detail with the payment. (c) If Customer's failure to pay continues for thirty (30) Days after payment is due, Company, in addition to any other remedy it may have (including the right of setoff), may suspend service until such amount is paid; provided, however, that if Customer in good faith shall dispute the amount of any such bill or parts thereof and shall pay to Company such amounts as Customer concedes to be correct and provide documentation identifying the basis for the dispute, and at any time thereafter, within thirty (30) Days of a demand made by Company, Customer shall furnish a good and sufficient surety bond to secure payment to Company of the amount ultimately found due upon such bills after a final determination which may be reached either by mutual agreement or court judgment, then Company shall not be entitled to suspend service on account of such disputed claim while so secured. To the extent that Customer prevails in a legitimate billing dispute after Company demanded and Customer obtained a surety bond to avoid suspension of service, Company shall reimburse Customer for the reasonable and customary costs of obtaining such a surety bond in the amount required to secure the disputed payments to Company. (d) Delay in rendition of a bill shall not excuse Customer from its obligation to pay for services provided by Company pursuant to this Agreement. If rendition of a bill to Customer by Company is delayed after the ninth Business Day of the Month, then the time of payment shall be extended for one Day for each Day of such delay, unless Customer is responsible for the delay in billing. 9.3 Prior Period Adiustments. Prior period adjustment time limits are six Months from the date of the Company's invoice, with a three-month rebuttal period, excluding government-required rate Page 13 of 21

23 NO. GAP- 388 changes. This standard shall not apply in the case of deliberate omission or misrepresentation or mutual mistake of fact. The Parties' other statutory or contractual rights shall not otherwise be diminished by this Section 9.3. ARTICLE I O - WARRANTIES 10.1 Customer's Warranty. Customer warrants that Customer, its principal or its successors and assigns will at the time of delivery to Company have good and merchantable title to or good right to deliver all Gas delivered, free and clear of all liens, encumbrances and claims whatsoever. Customer will indemnify Company and hold it harmless from all suits, actions, debts, accounts, damages, costs, losses and expenses of any kind arising from or out of adverse claims of any or all persons to said Gas, including claims for any royalties, taxes, license fees or charges Other Warranties. EXCEPT AS SET FORTH IN THIS ARTICLE 10, NEITHER PARTY MAKES ANY OTHER WARRANTIES, EXPRESSED OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE GAS DELIVERED AND REDELIVERED HEREUNDER. ARTICLE I I - POSSESSION OF GAS: INDEMNIFICATIONS 11.1 Propertv and Comminqling. All Customer's Gas delivered into the Gathering System shall be and remain the property of Customer, except as provided in Section In no event shall Company take title to any Gas delivered to it under this Agreement (except as provided otherwise in this Agreement). Title and/or rights to all Customer's Gas delivered by Customer to Company hereunder will remain with Customer during possession by Company; provided, however, it is understood and agreed that such Gas shall constitute part of the supply of Gas from all sources to the Gathering System and, as such, Company shall, subject to its obligation to deliver thermally equivalent volumes of Gas, have the absolute and unqualified right to commingle such Gas, and to redeliver molecules different from those delivered by Customer Upstream and Downstream Transportation Excluded. As between the Parties hereto, Customer shall be responsible for capacity nominations, transportation and the ultimate sale of the Gas downstream from the Delivery Point(s) and payment of all charges relating thereto. Customer also shall be responsible for gathering and transportation, if any, upstream to the Receipt Point(s) and payment of all charges relating thereto. Company shall have no liability for any transportation of Gas upstream of the Receipt Point(s) or downstream of the Delivery Point(s). Party in Possession. As between the Parties hereto, Customer shall control and possess the Gas that is subject to this Agreement at all times prior to delivery to Company at the Receipt Point(s) and after redelivery by Company to Customer at the Delivery Point(s). Company shall control and possess the Gas that is subject to this Agreement at all times after delivery thereof by Customer to Company at the Receipt Point(s) and until redelivery by Company to Customer at the Delivery Point(s) Processinq and NGLs. Prior to delivery of Customer's Gas to Company, Customer shall not process or permit its Gas to be processed for recovery of Liquid Products other than by the use of conventional mechanical liquid-gas field separators at or above ambient temperatures. Customer grants to Company the right to process Customer's Gas for the removal of NGLs and fractionation of the Liquid Products. In addition, notwithstanding the provisions of Section 11.I, Customer hereby assigns to Company all rights, title and interest to the extracted Liquid Products, which title shall pass to Company at the time Customer's Gas is delivered at the Receipt Point. At all times, any and all Liquid Products, or any other constituent or by-product that is recovered from Customer's Gas by Company, after delivery of the Gas to Company shall be and remain the exclusive property of Company, unless provided otherwise in Exhibit A. Customer shall retain title to all Residue Gas. Page 14 of 21

24 NO. GAP INDEMNIFICATION. TO THE EXTENT NOT SPECIFIED ELSEWHERE IN THIS AGREEMENT, EACH PARTY TO THIS EXECUTED AGREEMENT SHALL BEAR RESPONSIBILITY FOR ALL OF ITS OWN BREACHES, TORTIOUS ACTS, OR TORTIOUS OMISSIONS CONNECTED IN ANY WAY WITH THE EXECUTED AGREEMENT CAUSING DAMAGES OR INJURIES OF ANY KIND TO THE OTHER PARTY OR TO ANY THIRD PARTY, UNLESS OTHERWISE EXPRESSLY AGREED IN WRITING BETWEEN THE PARTIES. THEREFORE, THE OFFENDING PARTY AS A RESULT OF SUCH OFFENSE SHALL, HOLD HARMLESS AND INDEMNIFY THE NON-OFFENDING PARTY AGAINST ANY CLAIM, LIABILITY, LOSS OR DAMAGE WHATSOEVER SUFFERED BY THE NON- OFFENDING PARTY OR BY ANY THIRD PARTY. AS USED IN THIS SECTION 11.5, THE TERM "PARTY" SHALL MEAN A CORPORATION OR PARTNERSHIP ENTITY OR INDIVIDUAL (HEREINAFTER, REFERRED TO AS ENTITY) WITH WHOM ENTITY HAS A CONTRACTUAL RELATIONSHIP; THE PHRASE "DAMAGES OR INJURIES OF ANY KIND" SHALL INCLUDE WITHOUT LIMITATION ACTUAL DAMAGES, LITIGATION EXPENSES, COURT COSTS, AND ATTORNEYS' FEES; AND THE PHRASE "TORTIOUS ACTS OR TORTIOUS OMISSIONS" SHALL INCLUDE WITHOUT LIMITATION SOLE OR CONCURRENT SIMPLE NEGLIGENCE, GROSS NEGLIGENCE, RECKLESSNESS, AND INTENTIONAL ACTS OR OMISSIONS LIMITATIONS. Notwithstanding any other provision in this Agreement to the contrary, neither Party will be released, indemnified or defended to the extent of its own negligence or willful misconduct. No language in this Agreement is intended to provide indemnification greater than permitted by applicable law. If any limitations upon indemnification are imposed by applicable law, then such limitations are incorporated into this Agreement. ARTICLE 12 - LAWS AND REGULATIONS; TAXES; ASSIGNMENT 12.1 No Dedication to Public Use. Company makes no dedication of the Gathering System to the public hereby and has no obligation to permit Customer or any other person to use the Gathering System except as expressly agreed to herein. If at any time during the term of this Agreement Company's obligations hereunder are subjected to regulation by any governmental or regulatory entity and such regulation makes it uneconomical for Company to continue utilizing or operating the Gathering System, Company may elect to terminate this Agreement upon giving 120 Days written notice of termination to Customer Compliance with Law. This Agreement and the performance of the obligations contemplated herein are and shall be subject to all valid applicable Laws. The Parties shall act in accordance with each such Law. The Parties will cooperate with respect to compliance with all governmental authorizations, including obtaining and maintaining all necessary regulatory authorizations or any reasonable exchange or provision of information needed for filing or reporting requirements. Company agrees to take and Customer agrees to deliver Gas hereunder in accordance with (i) all applicable Laws including, but not limited to, the rules promulgated by any duly constituted state or federal governmental authority, regulatory body or commission having jurisdiction or control over the Parties, its respective facilities or Gas supply and (ii) the provisions hereof. In the event Company is prohibited by applicable Law from accepting Customer's Gas in the Gathering System, then the Parties agree to meet and negotiate in good faith to attempt to revise and/or amend this Agreement to preserve, as closely as possible, each Party's business and economic objectives prior to implementation of such new legal requirement or regulation Taxes and Rovaltv Pavments (a) Company will bear sole responsibility and liability for payment of all valid municipal, tribal, local, county, state, or federal taxes, fees, and charges (and any penalties and interest thereon), including corporate income taxes, in effect on the Effective Date of this Agreement that are lawfully levied and/or imposed upon Company with respect to the services provided by Company under this Agreement and/or associated facilities related to those services. Page 15 of 21

25 NO. GAP- 388 (b) Customer will bear sole responsibility and liability for payment of all valid municipal, tribal, local, county state, or federal taxes, fees, and charges (and any penalties and interest thereon) which are applicable to Customer's Gas, as such taxes are or may in the future be constituted, including any energy or Btu taxes applicable to Customer's Gas. If Company is required to pay such taxes for any reason, Customer will reimburse Company for all such payments. (c) Company is not responsible and liable for any and all royalty payments owed to any Person or entity with respect to Customer's Gas, including NGLs and Liquid Products. Company shall not have any responsibility or liability for any royalty payments as to Customer's Gas, and Customer shall indemnify and hold Company harmless against any such royalty payments Assignment. Either Party is entitled to assign its rights, obligations or interests under this Agreement to its affiliates, which shall include, but not be limited to, a master limited partnership affiliated with such Party and/or such master limited partnership's subsidiaries and affiliates. This Agreement may not be assigned by either Party, in whole or in part to a non-affiliated party without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, and provided that the assignee assumes the rights, obligations and liabilities of the assignor under this Agreement, or executes an agreement in substantially the same form as this Agreement, and that no transfer or succession to the interest of Customer hereunder, wholly or partially, shall affect or bind Company until the first of the Month following the date Company has received proof satisfactory to Company of the assignment. In addition, no assignment by Customer shall be permitted or effective to either an affiliated or non-affiliated party unless either (i) the assignee satisfies Company's standards for creditworthiness (as defined in Section 13.1 below) or (ii) in the event that Company determines the assignee does not satisfy those standards, Customer remains liable for all obligations of the assignee under this Agreement. ARTICLE I3 - CREDITWORTHINESS 13.1 Creditworthiness and Financial Assurance. Company shall not be required to continue service to Customer if Customer fails to meet the creditworthiness criteria set forth in this Section. If Company determines in its reasonable discretion that Customer is not creditworthy and may not be able to carry out its obligations under this Agreement, Company shall provide a written basis for its creditworthiness determination and Customer shall, within fifteen (1 5) Business Days of receipt of such notice, be required to demonstrate its creditworthiness by meeting the following criteria: (a) At Company's request, each Customer must properly complete and sign a "Confidential Request for Certain Credit & Financial Information," supplied by Company, which shall include Customer's legal structure; its officers, partners, or proprietors, its previous suppliers; trade references; bank references; recent financial statements; and other credit information considered relevant by Company. The results of reference checks must show that Customer's obligations are being paid on a reasonably prompt basis and that the Customer has sufficient assets to warrant the extension of unsecured credit. This form is not required on subsequent requests for service unless there is a substantial change in Customer's financial or operational conditions, Le., change in management, change in ownership. Trade and bank references must be provided annually. (b) At Company's request, Customer must provide its most recent audited twelve Month financial statements (including balance sheet, income statement, cash flow statement and accompanying notes) on an annual basis. If audited financial statements are not available, then Customer must provide an attestation by its chief financial officer that the information shown in the unaudited statements submitted is true, correct and a fair representation of Customer's financial condition. Annual reports, IO-K reports, filings with regulatory agencies and any reports from credit reporting agencies which are available will be analyzed. Current financial information must be provided not less than annually for purposes of determining creditworthiness. Company shall apply consistent evaluative practices to determine acceptability of the Customer's overall financial condition, working capital and profitability trends. Page 16 of 21

26 NO. GAP- 3aa (c) Customer must not be operating under any chapter of the bankruptcy laws and must not be subject to liquidation or debt reduction procedures under state laws such as an assignment for the benefit of creditors, or any informal creditors' committee agreement. An exception can be made for a Customer who is a debtor in possession operating under Chapter XI of the Federal Bankruptcy Act, but only with adequate assurances that the billing will be paid promptly as a cost of administration under the federal court's jurisdiction. (d) Customer should not be subject to the uncertainty of pending liquidation or regulatory proceedings in state or federal courts which could cause a substantial deterioration in its financial condition, which could cause a condition of insolvency, or the ability to exist as an ongoing business entity. (e) No significant collection lawsuits or judgments are outstanding which would seriously reflect upon Customer's ability to remain solvent. (f) If any of the events or actions described in Sections 13.1 (c), (d), or (e) shall be initiated or imposed during the terms of service hereunder, Customer shall provide notification thereof to Company within two (2) working Days of any such initiated or imposed event or action. (9) If Customer has an ongoing business relationship with Company, no delinquent balances should be consistently outstanding for billings made previously by Company and Customer must have paid its account in the past according to the established terms and not made deductions or withheld payment for claims not authorized by contract. (h) A new credit appraisal may be conducted at least annually or where there is a bona fide basis for questioning Customer's creditworthiness Assurance of Pavment. If a Customer fails to demonstrate creditworthiness based on the criteria set forth in Section 13.1, such Customer may still obtain service hereunder if Customer provides adequate assurance of payment to Company in a form and amount satisfactory to Company. Such forms of adequate assurance of payment may include a security deposit, prepayments, irrevocable letter of credit drawn upon a bank acceptable to Company; or a guarantee by a person or another entity which satisfies the credit appraisal; or such other security as is mutually acceptable to both Company and Customer. ARTICLE 14 - TERMINATION 14.1 Termination. This Agreement may be terminated or canceled: a) in accordance with the terms set forth in this Agreement, including, but not limited to, the Term provisions set forth in Section 3.1 or Exhibit A; b) if Customer materially breaches the provisions of this Agreement and such breach is not cured within 10 days following receipt of written notice of such breach; or c) at any time by mutual written agreement of the Parties Riqhts and Obliqations Upon Termination. Termination or cancellation of this Agreement shall not relieve the Parties from any obligation accruing or accrued prior to the date of such termination. In the event that this Agreement terminates prior to all payment(s) being made that are presently due to any Party, then all such payment(s) shall become immediately due and payable to such Party upon such termination. Upon termination of this Agreement, the Parties shall retain all other rights and remedies available at law, in equity or otherwise. The rights and remedies provided by this Agreement are cumulative, and either Party's use of any right or remedy will not preclude or waive its right to use any other right or remedy. To the extent not expressly limited or waived in this Agreement, each Party reserves to itself all rights, set-offs, counterclaims and other remedies and defenses to which such Party may be entitled arising from this Agreement. All payment obligations hereunder may be offset against each other or recouped. Page 17 of 21

27 NO. GAP- 388 ARTICLE 15 - NOTICES Notices. Any notice, request or demand provided for in this Agreement, or any notice which either party may desire to give the other, shall be in writing and delivered in person, by postal mail or by (followed by postal mail) sent to the following addresses. Communications about allocations, nominations and other normal operational matters may be done by means of Company's EBB. Company: Customer: For Notices and Correspondence: DOMINION GATHERING AND PROCESSING, INC. 707 East Main Street Richmond, VA Attn: Ryan Childress Phone: (804) Ryan.W.Childress@dominionenergy.com HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA. 120 Tredegar Street Richmond, VA Attn: Craig Colombo Phone: (804) Craig.C.Colombo@dominionenergy.com For remittance by wire transfer: DOMINION GATHERING AND PROCESSING, INC. Bank: JP Morgan Chase Bank For credit to: ABA: Account Number: ARTICLE 16 - FORCE MAJEURE 16.1 Suspension of Obliqations. In the event of either Party being rendered unable wholly or in part by Force Majeure to carry out its obligations, other than the obligation to make payments when due (which shall not be relieved), it is agreed that on such Party's giving notice and full particulars of such Force Majeure to the other Party by written notice, electronic transmission, telephone (to Customer's designee), Company's EBB, or other means, within a reasonable time after the occurrence of the cause relied on, the obligations of the Party giving such notice, so far as they are affected by such Force Majeure, shall be suspended during the continuance of any inability so caused, but for no longer period, and such cause shall so far as possible be remedied with all reasonable dispatch. Neither Party shall be liable in damages to the other for any act, omission, nor circumstances occasioned by or in consequence of Force Majeure Definition. The term "Force Majeure" as employed in this Agreement shall include, but not be limited to, acts of God, strikes, lockouts or other industrial disturbances, acts of the public enemy, wars, blockades, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, washouts, arrests and priority limitation or restraining orders of any kind of the government of the United States or a State or of any civil or military entity, civil or military disturbances, explosions, breakage, accidents or unscheduled or emergency repairs to machinery or lines of pipe, freezing of wells or lines or pipe, partial or entire failure of natural gas wells including storage wells, partial or entire failure of natural gas reservoirs, including, storage reservoirs, inability to obtain or unavoidable delay in obtaining material and equipment, and any other causes, whether of the kind herein enumerated or otherwise, not reasonably within the control of the Party claiming suspension, which by due diligence such Party is unable to overcome. Page 18 of 21

28 NO. GAP- 388 ARTICLE 17- MISCELLANEOUS 17.1 Entire Aqreement. This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous (oral or written) negotiations, proposals, agreements and understandings Exhibits and Schedules. All exhibits, schedules and the like now or hereafter contained herein or attached hereto are integrally related to this Agreement and are hereby made a part of this Agreement for all purposes. To the extent of any ambiguity, inconsistency or conflict between the body of this Agreement and Exhibit A, the terms of Exhibit A shall prevail. To the extent of any ambiguity, inconsistency or conflict between the body of this Agreement and any other exhibit, schedule or the like, the terms of the body of this Agreement shall prevail Modifications. Except as provided herein, no modifications of the terms and provisions of this Agreement shall be or become effective except by the execution by each of the Parties of a supplementary written agreement Waiver. No waiver by either Party of any one or more Defaults by the other Party in performance of any provisions of this Agreement shall operate or be construed as a waiver of any future Default or Defaults. whether of a like or a different character Limitation of Liability. The liabilities of the Parties hereunder shall be limited to direct damages only, and, such direct damages shall be the sole and exclusive remedy hereunder and all other remedies or damages at law or in equity are waived. NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY UNDER THIS AGREEMENT FOR ANY SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGE OF ANY NATURE HOWEVER ARISING, INCLUDING WITHOUT LIMITATION ANY LOST PROFITS OR BUSINESS INTERRUPTION DAMAGES, EVEN IF SUCH PARTY HAS BEEN MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGES No Third Partv Beneficiaries. This Agreement is for the sole and exclusive benefit of the Parties. Except as expressly provided herein to the contrary, nothing herein is intended to benefit any other Person not a Party, and no such Person shall have any legal or equitable right, remedy or claim under this Agreement Choice of Law and Dispute Resolution. THIS AGREEMENT SHALL BE GOVERNED BY, AND~ONSTRUED, ENFORCED AND PERFORMED IN ACCORDANCE WITH THE LAWS OF THE COMMONWEALTH OF VIRGINIA, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. Each of the Parties irrevocably waives any right to a jury trial in any court proceeding relating to this Agreement Effect of Regulation; WVPSC Approval. This Agreement and its effectiveness as of the Effective Date is made subject to the receipt by the Parties of all necessary governmental and regulatory authorizations for this Agreement, including, but not limited to, the prior consent and approval of the WVPSC in a form and substance satisfactory to both Parties. In the event such approvals are not obtained in a form or substance satisfactory to both Parties, the Parties shall attempt to mutually agree upon satisfactory amendments to this Agreement; provided, if the Parties cannot agree, the Parties agree that the Company shall continue to operate to effectuate deliveries to the Delivery Points until the Parties can agree to an arrangement that will supersede or further amend this Agreement. Pending further negotiation and final regulatory approval of this Agreement, the terms and conditions of the current Services Agreement between the Parties, effective August 1, 2016, shall govern conduct between Company and Customer with respect to the Gathering Delivery Points Further Assurances. Subject to the terms and conditions set forth in this Agreement, each of the Parties agrees to use all reasonable efforts to take, or cause to be taken, all actions, and to do, or to cause to be done, all things necessary, proper or advisable under applicable laws and regulations to Page 19 of 21

29 NO. GAP- 388 consummate and make effective the transactions contemplated by this Agreement. In case, at any time after the execution of this Agreement, any further reasonable action is necessary or desirable to carry out its purpose, the proper officers or directors of the Parties shall take or cause to be taken all such necessary reasonable actions. -~ Survival The representations, warranties, and indemnities given by the Parties shall survive this Agreement in accordance with Article 14 without regard to any action taken pursuant to this Agreement, including, without limitation, the execution of any documents affecting an interest in real property or any investigation made by the Party asserting the breach hereof Severability. Any term or provision of this Agreement that is invalid or unenforceable in any jurisdiction shall be ineffective as to such jurisdiction, to the extent of such invalidity or unenforceability, without rendering invalid or unenforceable the remaining terms and provisions of this Agreement or affecting the validity or enforceability of any terms and provisions of this Agreement in any other jurisdiction. If any provision of this Agreement is so broad as to be unenforceable, each provision shall be interpreted to be only as broad as is enforceable Terminoloay. Unless the context clearly requires otherwise, all personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter gender, shall include all other genders; the singular shall include the plural, and vice versa. Articles, sections and other titles or headings are for convenience only, shall neither limit nor amplify the provisions of the Agreement itself, and all references herein to articles, sections or subdivisions thereof shall refer to the corresponding article, section or subdivision thereof of this Agreement unless specific reference is made to such articles, sections or subdivisions of another document or instrument Counterparts. This Agreement may be executed in multiple counterparts, each of which, when so executed, shall be deemed an original, and all of which together shall constitute but one and the same instrument. The electronic transmission of any signed original document, and transmission or retransmission of any signed electronic transmission, shall be the same as delivery of an original. At the request of either Party, the Parties hereto will confirm electronic transmitted signatures by signing an original document for delivery between them. [The remainder of this page is intentionally left blank] Page 20 of 21

30 NO. GAP- x a IN WITNESS WHEREOF. the Parties liave caused this Agreetilerit lo he signed by lhcir respeclive duly authorized represenlalives alfeclive as of the Effective Date COMPANY DOMINION GATHERING AND PROCESSING, INC. CUSTOMER HOPE GAS, INC. DlBIA DOMINION ENERGY WEST VIRGINIA, P Ryan W Ctiildress Title Manager, Midstream Dale -- Paye 21 of 21

31 EXHIBIT A TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA, OTHER CONTRACT PROVISIONS A. ~ Service: QuantitieslMDQ, Gathering: Approved EFS Pursuant to Section 2.l(a) and Article 4 Gathering Approved EFS Pursuant to Section 2.l(a) Delivery and Article 4 Type Of Service Interruptible See Exhibit C Term Per term of this Agreement See Exhibit C I Processing: N/A Firm N/A B. Points of Receipt and Delivery 1, The Point(s) of Receipt and the maximum quantities for each point shall be as follows: Various receipt points on Company's Gathering System 2. The Point(s) of Delivery and the maximum quantities for each point (if applicable) shall be as follows: Various Delivery Points on Company's Gathering System, as noted in Customer's Nomination, as adjusted from time to time (defined in Section 4.2) 3. Gathering Delivery Points (if applicable): See Exhibits D-I and D-2, if applicable C. Rates or Charqes Service Dry Gathering Service Retention (or If Monetary, Charge) For the period August 1, 2018 through March 31, 2019, a charge for interruptible gathering service equal to Service Retention of ten and fifty six hundredths of a percent (IO 56%) (exclusive of Fuel Retention) of measured receipts. For the period April 1, 2019 through March 31, 2020, a charge for interruptible gathering service equal to Service Retention of thirteen and six hundredths of a percent (13.06%)(exclusive of Fuel Retention) of measured receipts. For the period April 1, 2020 through July 31, 2021, and continuing from month to month thereafter, unless terminated by either Party at the end of any Month upon no less than one hundred and twenty (120) Days advance written notice, a charge for interruptible gathering service equal to Service Retention of fourteen and six hundredths of a percent (14.06%) (exclusive of Fuel Retention) of measured receipts. Fuel Retention Equal to two and twenty eighthundredths of a percent (2.28%) of measured receipts. Provided however, Customer shall pay the highest applicable unit rate paid per Dt of service for the quantifies Exhibit A - Page 1 of 2

32 EXHIBIT A TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA, OTHER CONTRACT PROVISIONS Wet Gathering Processing - Interruptible (Keep Whole, Unless Noted Below) Pooling that are affected by an allocation pursuant to Section 4.3(b) of this Agreement due to constrained or limited capacity. 0 By checking the box, Customer elects to opt out of the above provision. For the period August 1, 2018 through July 31, 2021, and continuing from month to month thereafter, unless terminated by either Party at the end of any Month upon no less than one hundred and twenty (120) Days advance written notice, a charge for interruptible gathering service equal to Service Retention of seven and six hundredths of a percent (7.06%) (exclusive of Fuel Retention) of measured receipts. Provided however, Customer shall pay the highest applicable unit rate paid per Dt of service for the quantities that are affected by an allocation pursuant to Section 4.3(b) of this Agreement due to constrained or limited capacity. 0 By checking the box, Customer elects to opt out of the above provision. For the period August 1, 2018 through July 31, 2021, and continuing from month to month thereafter, unless terminated by either Party at the end of any Month upon no less than one hundred and twenty (120) Days advance written notice, a charge for interruptible processing service to be provided for a Service Retention of fifty-one hundredths percent (0.51 %) of the measured receipts, exclusive of Fuel Retention on Company's Wet System. No charge Equal to two and twenty eighthundredths of a percent (2.28%) of measured receipts Equal to three percent (3.0%) of measured receipts on Company's Wet System. N /A Exhibit A - Page 2 of 2

33 EXHIBIT B TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA, OTHER CONTRACT PROVISIONS Hydrogen Sulfide and Total Sulfur: The Gas shall contain not more than one quarter (1/4) grain of hydrogen sulfide per one hundred cubic feet and not more than twenty grains total sulfur or sulfur compounds per one hundred cubic feet. Carbon Dioxide, Nitrogen, Non-Hydrocarbons: The Gas shall contain not more than three percent (3%) by volume of carbon dioxide, not more than four percent (4%) by volume of nitrogen, and shall contain not more than five percent (5%) by volume of combined non-hydrocarbon gases including, but not limited to, carbon dioxide, nitrogen and oxygen. Oxygen: The Gas shall not contain in excess of two-tenths of one percent (0.2%) by volume of oxygen, and the Parties agree to exercise every reasonable effort to keep the Gas completely free of oxygen. Dust, Gums, etc.: The Gas shall be free of objectionable odors, dust, gum, dirt, impurities and other solid or liquid or hazardous matter which might interfere with its merchantability or cause injury to or interfere with proper operation of the facilities, lines, regulators, meters or other appliances through which it flows. Bacteria: The Gas and any associated liquids shall not contain any active bacteria or bacterial agent capable of contributing to or causing operational problems. Bacteria or bacterial agents include, but is not limited to, sulfate reducing bacteria (SRB) and acid producing bacteria (APB). If evidence of bacteria is discovered, Customer shall, upon Company's request, test for bacteria or bacterial agents, Such tests shall be conducted on samples taken from the meter run or other appurtenant piping using American Petroleum Institute (API) test method API-RP38 or any other test method acceptable to Company which is currently available or may become available at any time during the term of this Agreement, Water and Liquids: Gas received in Company's system shall be free of water and hydrocarbons in liquid form at the temperature and pressure at which the Gas is delivered; and shall not contain water in vapor in excess of the quantity required for saturation of the Gas at the temperature and pressure of the Gas in Company's facilities. Gas received in Company's Dry System shall not contain any hydrocarbons which might condense to free liquids in Company's system under normal conditions. Gas received in Company's Wet System shall not contain more than twenty (20) pounds of water in vapor phase per one million cubic feet, if the Gas is received by Company on the discharge side of Company's field stations. Total Heating Value: The Gas received shall have a Total Heating Value which is not less than 1100 Btu per cubic foot on the Company's Wet System, and shall have a Total Heating Value which is not less than 967 Btu per cubic foot and which does not exceed 1100 Btu per cubic foot on the Company's Dry System. Company shall have the right, but not the obligation, to designate quality specifications at a particular Receipt Point that may be more lenient than its generally applicable Quality Specifications, provided that such Gas blends with the Gas in the Gathering System to meet the Quality Specifications. Acceptance of non-specification Gas by Company shall be at its sole discretion. Company's acceptance of nonspecification Gas tendered by Customer on a particular Gas Day does not constitute a waiver by Company of its right to refuse to accept non-specification Gas on another Gas Day; provided, however, that Company shall provide Customer with reasonable prior notice before refusing to accept the Non-Specification Gas that Company had previously agreed to accept. Exhibit B - Page 1 of 1

34 EXHIBIT C TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA GATHERING DELIVERY POINTS PROVISIONS Service Gathering Delivery Service Applicable to Customer: YES NO 0 Service Charge Beginning August 1,201 8, and updated annually on August 1 thereafter for the Term of the Agreement, Customer shall pay Company a monthly charge equal to one-twelfth of the sum of Company's prior calendar year actual Reliability Costs, as detailed herein, and prior calendar year actual Wet Gas Costs, as detailed herein. Company shall, on an annual basis and no less than one hundred twenty (120) days prior to August 1 of each year, provide Customer with the proposed monthly charge to be effective August 1 of that year, including details of any costs used to calculate such charge. From August 1, 2018 to July 31, 201 9, Customer shall pay Company the monthly charge of $284,319, such charge being one-twelfth of the sum of Company's actual Reliability Costs and actual Wet Gas Costs for calendar year Reliability Costs: The above-referenced monthly charge for component (a) (described below) from August 1, 2018 to July 31, shall be $57,557 and updated annually as detailed above. The monthly charge for components (b) and (c) (described below) from August 1,201 8 to July 31, shall be $1 08,342 and updated annually as detailed above. Reliability Costs consist of: (a) Operating and maintenance ("O&M") costs directly associated with the gathering delivery points listed on Exhibits D-I and 0-2 (including but not limited to time, expense & materials utilized), such costs being established and tracked in Company's Accounting (SAP) system and made available to Customer for review prior to each yearly rate adjustment; (b) Other O&M costs for system modifications made by Company to improve reliability of gathering delivery services to Customer, such costs being those established and tracked in Company's Accounting (SAP) system and made available to Customer for review prior to each yearly rate adjustment; (c) Retention Value of the Foregone Throughput (as those terms are defined below) that results from serving Customer's end users from Company's gathering system. Charges for the Retention Value of the Foregone Throughput to be calculated for days when the temperature (as measured at Company's Hastings Fractionation Facility) averages below 40 degrees Fahrenheit, as detailed below. An example of each of the calculations described in (I) through (3) below is set forth on Exhibit C-I. Fuel Charge Included in Service Charge Exhibit C - Page 1 of 8

35 EXHIBIT C TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA GATHERING DELIVERY POINTS PROVISIONS Applicable to Customer: YES a NO c] Retention Value is defined as the sum of the Gas Value and the Liquids Value. The Gas Value will be determined by the Gas Daily - Dominion South Point strip price for those days when Foregone Throughput is being calculated multiplied by the sum of all Company's retention rates for gathering and processing multiplied by the estimated system throughput foregone by serving Customer's end users from Company's gathering system (Gas Daily - Dominion South Point Price X Company Retention X MCF to DT Factor X Foregone Throughput). The Liquids Value will be determined by the OPIS TET Mt Belvieu (C3, C4, & IC4) and OPIS Non-TET Mt Belvieu (C,+) strip price for those days when Foregone Throughput is being calculated multiplied by the Hastings Fractionation Facility's gallon per Mcf recovery rate for days when Foregone Throughput is being calculated multiplied by the estimated system throughput foregone by Customer serving its customers from Company's gathering system (OPIS Mt Belvieu Price X Hastings Recovery Rate X Foregone Throughput) The Foregone Throughput will be determined by calculating the Normal Throughput minus the Reduced Throughput. Normal Throughput is defined by calculating the sum of the average daily throughput on the days in the trailing 12-month period when the temperature (as measured at Company's Hastings Fractionation Facility) averages above 40 degrees Fahrenheit. Reduced Throughput is defined by calculating the sum of the average daily throughput on the days in the trailing 12-month period when the temperature (as measured at Company's Hastings Fractionation Facility) averages below 40 degrees Fahrenheit. In the event Company reasonably determines that there is a need to make capital investments with respect to Reliability Costs components (a) or (b) above: 1) Company shall review the circumstances and shall provide Customer with an initial assessment of the work to be performed, the approximate cost thereof in sufficient detail to permit review by Customer, and gathering delivery services to be affected. 2) Following receipt by Customer of the initial assessment from Company as described in subparagraph 1) above, Customer shall notify Company as to whether or not Company should proceed with the work. Upon notification by Customer to Exhibit C - Page 2 of 8

36 EXHIBIT C TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA GATHERING DELIVERY POINTS PROVISIONS Applicable to Customer: YES NO proceed, Company shall complete capital work in order to continue service to Customer. Upon completion of such work, Company shall bill Customer for all capital investments prudently incurred by Company and Customer shall reimburse Company for such amounts in a prompt and timely manner. In the event Customer notifies Company not to proceed with the work necessary, Company will make its best effort to continue providing gathering delivery service to Customer. If Company reasonably determines it is unable to continue certain gathering delivery services without completing the work necessary, it can discontinue those gathering delivery services upon a timeframe mutually agreed upon by Company and Customer and subject to receipt of any authority required from the WVPSC to abandon service to any of Customer's affected customers, and/or until Customer authorizes the work necessary as described in subparagraph 2) above, or makes other arrangements for the conduct of the work or to resolve the issue giving rise to the Company's need for the proposed capital investment. In the event the WVPSC determines that Customer may not recover from its customers any amounts billed for capital investments by Company to Customer, Customer shall not be liable to Company for such billed amounts; and, if necessary to comply with the foregoing limitation, Company shall reimburse Customer for any billed amounts paid by Customer subsequently determined by the WVPSC may not be recovered by Company from its customers. Wet Gas Costs: From August 1, 2018 to July 31, 2019 the charge for Wet Gas Costs shall be $1 18,420 and updated annually as detailed above. Wet Gas Costs are based on the liquids revenue that is foregone when Company makes deliveries from supplies on its wet gathering system to Customer's delivery points upstream of the Hastings Fractionation Facility. An example of the following calculation is set forth on Exhibit C-2. Wet Gas Costs are calculated as follows: (a) The wet gas costs will be determined by calculating the trailing 12-month OPlS TET Mt Belvieu (C3, C4, & IC4) and OPlS Non-TET Mt Belvieu (C5+) strip price multiplied by the trailing 12-month Hastings Fractionation Facility's gallon per Mcf recovery rate multiplied by the trailing 12-month total of measured meter delivery volumes to Customer upstream of Hastings Fractionation Facility as measured through Company's Dekaflow system. (OPIS Mt Belvieu Price X Hastings Recovery Rate X Sum of Deliveries from Exhibit C - Page 3 of 8

37 EXHIBIT C TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA G ATH ERI NG DE LIVERY POI NTS PROVl SI ONS Applicable to Customer: YES 81 NO 0 Company to Customer) (b) In recognition of Company s willingness to address Customer s supply reliability concerns, fifty percent (50%) of the Wet Gas Costs paid by Customer will be allocated to a fund intended to sustain and improve Customer s long-term supply reliability. Such funds will be allocated and provided to Customer on an annual basis within sixty (60) days after conclusion of each contract year of the August 1, 201 8, through July 31, 2020, primary term. If Customer executes an amendment to this Agreement to extend the primary term for an additional twelve-month period or periods, Company shall continue allocating and providing such funds on an annual basis for the term of the extension. The use of such funds shall be at Customer s sole discretion and may be applied, without limitation, to infrastructure investments designed to reduce Customer s reliance on deliveries from Company s Wet System, local production incentive programs, the conversion of customers served through Company s Wet System to alternative energy sources upon approval of the WVPSC, if required, and any other programs as determined by Customer to sustain or improve its long-term supply reliability. Customer shall review such programs with WVPSC Staff and Consumer Advocate Division prior to implementation to ensure adequate stakeholder involvement in their development and structure. Once finalized, Customer shall review the program(s) with Company to support Company s long-term facility and operational planning efforts. A. Gathering Service ARTICLE I. RESPONSIBILITIES OF THE PARTIES 1. For all Gathering Delivery Points on Company s (DGP) Gathering System, Company shall provide gathering delivery service to Customer (DEWV) under this Agreement. The delivery points shall be those listed in Exhibit D-I and D-2. (Gathering Delivery Points), 2. DEWV shall reimburse DGP for its actual operation and maintenance costs, not otherwise being reimbursed by Customer to Company pursuant to the foregoing Reliability Costs and Wet Gas Costs provisions, in providing, or assisting DEWV in providing, service restoration to a DEWV customer as described below. Unless specifically defined in this Exhibit C, capitalized terms shall have the meaning set forth in the definitions as set forth in the Agreement. Exhibit C - Page 4 of 8

38 EXHIBIT C TO THE SERVICES AGREEMENT BETWEEN DOMINION GATHERING AND PROCESSING, INC. AND HOPE GAS, INC. D/B/A DOMINION ENERGY WEST VIRGINIA GATHERING DELIVERY POINTS PROVISIONS Applicable to Customer: YES 3. In the event DEWV requests that DGP provide assistance in restoring service to a customer of DEWV, or in the event DEWV requests that the West Virginia Public Service Commission take action to require DGP to assist DEW in restoring service to a DEWV Customer, the Parties hereby agree as follows: a. Upon receiving a request from D EW to investigate or assist in restoring service to a DEWV customer from a Gathering Delivery Point, DGP shall first determine whether such work would otherwise be performed by DGP, at some point, in the normal course of its gathering system operations. If such work is anticipated to be performed by DGP in the normal course of DGP's gathering system operations, DEWV shall reimburse DGP for all O&M costs incurred by DGP. b. C. d. If the work to be done in order to restore service to a customer of DEWV does not fall within the normal course of DGP's gathering system operations, DGP shall review the circumstances and shall provide DEWV with an initial assessment of the work to be performed and the approximate cost thereof. Following receipt by DEWV of the initial assessment from DGP as described in subparagraph b. above, DEWV shall notify DGP as to whether or not DGP should proceed with the work necessary to restore service to a customer of DEWV. Upon notification by DEWV to proceed, DGP shall promptly commence with such work in order to restore service to a customer of DEWV. Upon completion of such work, DGP shall bill DEWV for all O&M costs incurred by DGP and D EW shall reimburse DGP for such amounts in a prompt and timely manner. B. Public Utilitv Obliaation. DEWV shall be responsible for providing public utility distribution service to DEWV's customers located downstream of the Gathering Delivery Points, in accordance with DEWV's tariff. C. New Gatherins Deliverv Points. DEWV shall make in writing any request for additional Gathering Delivery Points on the Company's Gathering System as necessary for DEW to serve DEWV's customers, subject to the terms of this Agreement. Within 15 days of receipt, Company shall evaluate each request to determine if the Gathering Delivery Point: (1) is operationally feasible; (2) meets all regulatory and legal requirements; and (3) does not adversely affect safety, Company's ability to meet its contract obligations, reliability of service to existing customers, or the environment. Subject to the outcome of this evaluation, Company will promptly provide an estimate of the costs associated with the new service, and within ten (IO) days, DEWV will notify Company in writing of its intention to proceed with the new service request, including DEW's agreement to reimburse Company for all installation costs and expenses related to the new Gathering Delivery Point, including but not limited to tap construction and valve installation. D. Installation of Facilities. If Company agrees to provide a new Gathering Delivery Point to DEWV, then Company will make a new tap off the Company Gathering System subject to the following further conditions: DEWV and Company will execute a written amendment of the Agreement adding the new Gathering Delivery Point to Exhibit D. DEWV will obtain all necessary easements and rights of way from landowner(s), in order for DEWV to serve said DEWV's customer, including partial assignment to Company for the tap and valve installation, if required. NO Exhibit C - Page 5 of 8