Great Lakes Gas Transmission Limited Partnership General Section 4 Rate Filing & Tariff Changes, Docket No. RP17-

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1 John A. Roscher Director, Rates & Regulatory US Natural Gas Pipelines 700 Louisiana St., Ste. 700 Houston, Texas tel fax March 31, 2017 Via ETariff Filing Ms. Kimberly D. Bose, Secretary Federal Energy Regulatory Commission 888 First Street, N.E. Washington, D.C Re: Great Lakes Gas Transmission Limited Partnership General Section 4 Rate Filing & Tariff Changes, Docket No. RP17- Dear Secretary Bose: Pursuant to section 4(e) of the Natural Gas Act ( NGA ), 15 U.S.C. 717c(e), and Subpart D of Part 154 of the regulations of the Federal Energy Regulatory Commission ( FERC or Commission ), 18 C.F.R , Great Lakes Gas Transmission Limited Partnership ( Great Lakes ) hereby submits the revised tariff records in Appendix A to be part of its FERC Gas Tariff, Third Revised Volume No. 1 ( Tariff ). The tariff records support a system-wide general increase in Great Lakes rates, and include changes to Great Lakes rates, rate schedules, and General Terms and Conditions ( GT&C ). The tariff sections are proposed to become effective on May 1, Great Lakes anticipates, however, that the increased rates proposed herein will be subject to a five-month suspension period and placed into effect on October 1, Pursuant to Article IV.A. of the Stipulation and Agreement dated September 27, 2013 in Docket No. RP ( RP Settlement ), 1 Great Lakes is required to file a new NGA section 4 rate case with rates to be effective no later than January 1, Great Lakes is submitting the instant rate case filing in fulfillment of that requirement. 1 The RP Settlement was approved by the Commission by letter order dated November 14, Great Lakes Gas Transmission Ltd. Partnership, 145 FERC 61,126 (2013).

2 Ms. Kimberly D. Bose March 31, 2017 Page 2 Service and Communications The exact legal name of the entity for whom the filing is made is Great Lakes Gas Transmission Limited Partnership, which has its principal place of business at 700 Louisiana Street, Houston, Texas The names, addresses, and telephone and facsimile numbers of the responsible company officials to whom questions regarding the filing may be addressed, and of the persons upon whom service is to be made, are as follows: John A. Roscher Director, Rates & Regulatory Great Lakes Gas Transmission Limited Partnership 700 Louisiana Street, Suite 700 Houston, Texas Tel. (832) Fax (832) john_roscher@transcanada.com Lauri A. Newton Director, U.S. Commercial and Regulatory Law David R. Hammel Senior Legal Counsel Richard Bralow Legal Counsel Great Lakes Gas Transmission Limited Partnership 700 Louisiana Street, Suite 700 Houston, Texas Tel. (832) Fax (832) richard_bralow@transcanada.com Stefan M. Krantz Kevin M. Downey Zachary S. Launer Allison E. Hellreich Hogan Lovells US LLP 555 Thirteenth Street, N.W. Washington, D.C Tel. (202) Fax (202) stefan.krantz@hoganlovells.com Each of the foregoing persons has been designated for service in accordance with Rule 203(b)(3) of the Commission s Rules of Practice and Procedure, 18 C.F.R (b)(3). Great Lakes respectfully requests that the Commission waive Rule 203(b)(3) to allow more than two persons to be designated to receive service. The foregoing individuals are also designated pursuant to 18 C.F.R (a)(2) of the Commission s regulations. The materials specified in 18 C.F.R (a) are being served upon Great Lakes customers and affected state regulatory commissions. In accordance with 18 C.F.R (e), Great Lakes is posting a link to the filing on its Informational Postings website at where it may be found by clicking the Regulatory link on the left-hand side of the page. Additionally, a complete copy of this filing is available for public inspection during regular business hours in a convenient form and place at Great Lakes offices in Houston, Texas, in accordance with 18 C.F.R (d) of the Commission s regulations.

3 Ms. Kimberly D. Bose March 31, 2017 Page 3 Statement of Nature, Reasons and Basis Overview of Great Lakes System The purpose of this filing is to restate Great Lakes rates for service on its interstate transportation system. Great Lakes system consists of approximately 2,115 miles of pipeline and has the capacity to deliver more than 2.2 billion cubic feet of natural gas annually, with a peak-day delivery capacity of 2,759,000 dekatherms per day. Great Lakes facilities include dual mainline pipelines extending from the U.S.-Canada international border at Emerson, Manitoba, to the Michigan-Ontario border at St. Clair, Michigan. Broadly speaking, the Great Lakes system has historically been a long-haul, west-to-east pipeline transporting Western Canada Sedimentary Basin ( WCSB ) supply to markets served in and through Southwest Ontario and Eastern Canada. Great Lakes also provides transportation service related to third-party-owned storage operations in and around Michigan. Finally, although Great Lakes traverses Minnesota, Wisconsin, and Michigan, the pipeline was originally constructed to provide service to Southwest Ontario and Eastern Canada and therefore does not directly serve the larger end-use markets in these states, with the exception of southeast Lower Michigan. Great Lakes system is divided into three rate zones: the Western Zone, which extends from Great Lakes western terminus at Emerson to milepost 324 in Wisconsin; the Central Zone, which extends from milepost 324 to milepost 740 in Michigan; and the Eastern Zone, which extends from milepost 740 to Great Lakes eastern terminus at St. Clair. Basis of Current Rates and Evolution of Great Lakes Business Environment Great Lakes current rates for service were established in the RP Settlement. In recent years, the natural gas market has undergone a series of transformative changes that have significantly affected Great Lakes operations and business outlook. The development of the Marcellus and Utica shale plays has increased supply availability and pipeline competition into Great Lakes traditional markets, Ontario, Eastern Canada, and the U.S. Northeast ( Ontario-and-Eastern markets ), resulting in those markets relying less on gas sourced in the WCSB, the traditional source of supply transported on Great Lakes. As a result of displacement of WCSB supply from Ontario and the Eastern U.S., demand for west-to-east transportation of WCSB gas to these markets has been significantly reduced. Compounding this development is the fact that WCSB exports to the U.S. are expected to continue to decline as growth in western Canadian natural gas demand is projected to more than offset any increase in WCSB production. Meanwhile, U.S. pipeline capacity to take supply out of the WCSB remains essentially unchanged, thereby creating a highly competitive market for WCSB export pipelines to capture the shrinking share of net export volume. As a result of these market conditions, the incentive for WCSB export shippers to subscribe to west-to-east long-haul transportation capacity from the WCSB to the Ontario-and-Eastern markets on a long-term firm basis at or near the maximum recourse rate has been reduced.

4 Ms. Kimberly D. Bose March 31, 2017 Page 4 These tremendous changes have had profound impacts on Great Lakes current and projected business and operations. These impacts include but are not limited to: flow changes on Great Lakes system (including increased backhauls); declining WCSB exports and significantly increasing gas supply and pipeline competition out of the Marcellus and Utica shales displacing WCSB-sourced gas, resulting in reduced economic incentive for WCSB export shippers to subscribe to west-to-east long-haul transportation capacity from the WCSB to the Ontario-and-Eastern markets as Great Lakes has historically provided on a long-term firm basis; and turn-back of significant long-haul west-to-east transportation capacity previously contracted on a long-term firm basis at or near recourse rates. Consequently, Great Lakes is experiencing: (1) an overall reduction in long-haul west-to-east capacity contracted on a long-term firm basis at or near recourse rate; (2) greater variability in transportation revenue driven by near-term events that may occur in a single year but be absent in another year; (3) increased recent reliance on shorter-term contracting, although such shorter-term contracting will decline as additional infrastructure from the Utica and Marcellus already under long-term agreements is constructed into Great Lakes traditional markets; and (4) a higher proportion of its throughput contracted on a shorter-haul basis, destined for storage and other regional markets. In addition, as discussed more fully below, these developments have rendered Great Lakes legacy zoneof-delivery rate design unusable, such that it will not allow Great Lakes to recover its cost-of-service and earn its authorized return on equity ( ROE ). Accordingly, Great Lakes proposes to adopt a zonestraversed rate design, which maintains Great Lakes existing zone structure but properly allocates costs based upon capacity usage, and thereby eliminates the under-recovery inherent in the existing rate design. Summary of Testimony Included with this filing is Statement P, which contains the prepared direct testimony and exhibits supporting Great Lakes proposed rate increase and tariff changes. A list of Great Lakes witnesses is set forth below, along with a brief summary of the principal topics addressed in each witness s testimony. Jay White John A. Roscher Michael J. Vilbert Lee Bennett Witness Testimony Overview of need for, and contents of, filing Proposed change in design of base rates and other rate design proposals Selection of proxy group, range of ROE Billing determinants and revenues, including Statement G, discount adjustments, commercial environment and business risks faced by Great Lakes

5 Ms. Kimberly D. Bose March 31, 2017 Page 5 Barry E. Sullivan Business risk analysis and recommended ROE Alexander J. Kirk Gas supply projections to support the economic life of Great Lakes system Brian L. Albert Cost analysis of retiring and removing facilities to support net negative salvage rate Patrick R. Crowley Alan R. Lovinger Nathaniel A. Brown Depreciation and negative salvage Income tax allowance Overall cost-of-service consisting of operations and maintenance expenses, depreciation and amortization, return allowance, income taxes and taxes other than income taxes, rate base and return, capital structure, cost of debt, and regulatory assets and liabilities Gregory S. Barry Cost allocation, functionalization and rate design, discount adjustment methodology Bruce C. Hopper David Burman Bret T. Hegmann Support for affiliate discount adjustments Roll-in of expansion facilities Roll-in of fuel Reasons for Proposed Rates Great Lakes cost-of-service and rate calculations are based upon the costs and throughput levels for the base period (twelve months ended November 30, 2016) as adjusted for known and measurable changes through the test period ending August 31, As a result of the changes proposed herein, Great Lakes maximum recourse rates for service under its various rate schedules will be as set forth on Statement J included with this filing. While not all transportation paths will experience a rate increase, Great Lakes maximum recourse rate for firm transportation service will increase by approximately 7.6 percent on a revenue-based, weighted average basis. The rate design proposed herein by Great Lakes reflects a change from the rate design underlying Great Lakes existing rates. Specifically, as explained by Great Lakes witness John A. Roscher and as discussed more fully below, Great Lakes is proposing to change from its existing zone-of-delivery rate design to a zones-traversed rate design.

6 Ms. Kimberly D. Bose March 31, 2017 Page 6 In compliance with section 154.7(a)(6) of the Commission s regulations, the following table compares the cost-of-service, rate base, and throughput contained in this filing with the same information underlying Great Lakes last rates found to be just and reasonable by the Commission: This Filing RP Rates 2 Cost-of-Service $186,750,693 $ 235,260,000 Total Rate Base $511,445,404 $ 907,519,000 Throughput 463,670,602 Dth/year 698,875,000 Mcf/year The proposed overall rate increase reflects the significantly higher business risk that Great Lakes now faces. Great Lakes witness Barry E. Sullivan demonstrates that Great Lakes has significantly higher business risk relative to the relevant pipeline proxy group. Mr. Sullivan and Great Lakes witness Lee Bennett describe the three principal risks that Great Lakes faces in the current environment: (1) reduced economic incentives to Great Lakes traditional source of supply, the WCSB, to purchase long-term firm service on Great Lakes at or near maximum rates; (2) increasing production from the prolific Marcellus and Utica shale plays; and (3) increasing competition in Great Lakes major markets. These changes have fundamentally altered Great Lakes market environment to one of shorter hauls, reduced long-haul contract volumes, and overall greater system variability. Reduced WCSB Incentives to Contract for Long-Term Firm Service on Great Lakes. As Great Lakes witness Bennett explains, Great Lakes traditionally has received significant volumes of WCSB supply at the westernmost point on its system, Emerson. Marcellus/Utica exports into Canada have displaced WCSB volumes and put downward pressure on the market price for Southwest Ontario supplies, which in turn has worsened Great Lakes inferior economic netback ranking. As a result, WCSB export shippers are reducing their demand for Great Lakes capacity and have a reduced incentive to contract for long-term firm transportation service on Great Lakes at or near maximum rates in the future. Given the significant amount of excess export capacity, WCSB export shippers have the superior option to rely upon interruptible or short-term firm transportation on an as-desired basis. Marcellus and Utica Shale Production. Great Lakes also faces significant risk associated with increased production from the Marcellus and Utica shale formations. As discussed by Great Lakes witnesses Bennett and Sullivan, Marcellus/Utica production in the Northeast U.S. has negatively impacted supply and demand trends on Great Lakes. Increasing production from the prolific Marcellus and Utica shale plays has led to reduced demand for WCSB-sourced supply in Great Lakes traditional Ontario-and- Eastern markets. Since 2008, demand for WCSB supplies in these markets has declined by approximately 1.7 million cubic feet per day as a result of being displaced by other supply sources. In addition, as explained by Great Lakes witnesses Bennett and Sullivan, significant new and planned infrastructure from the Marcellus and Utica shale plays to the U.S. Northeast market, Michigan, and Ontario will support continued displacement of WCSB-sourced supply. As discussed by Great Lakes 2 Great Lakes reached a Commission-approved partial settlement in Docket No. RP which established a stipulated cost-of-service, rate base and throughput as shown. See Great Lakes Gas Transmission Ltd. Partnership, 62 FERC 61,103 (1993).

7 Ms. Kimberly D. Bose March 31, 2017 Page 7 witness Kirk, net-forwards at Dawn in 2017 and beyond indicate that it will no longer be economic to ship on Great Lakes on a long-term firm basis at or near maximum recourse rates from the WCSB to Dawn. Increasing Competition in Great Lakes Major Markets. As discussed by Great Lakes witness Bennett, the significant growth in regional natural gas production has far exceeded any increase in regional natural gas demand and significantly reduced requirements for natural gas exports from Southwest Ontario and Eastern Canada into the U.S. Northeast. This has reduced the need for long-haul, west-toeast transportation on Great Lakes to serve the Ontario-and-Eastern markets. In 2010, Great Lakes delivered an average of 2.3 Bcf per day, of which 58 percent were to the Ontario-and-Eastern markets and 22 percent were to other interstate pipelines, while the remaining 20 percent were to on-system storage and other markets. However, since 2010, total deliveries off of the Great Lakes system have declined by 48 percent averaging just 1.2 Bcf per day in Essentially all of the decline in Great Lakes deliveries has been driven by the loss of the Ontario-and-Eastern markets which were historically served by its long-haul, west-to-east transport. This has resulted in a higher proportion of Great Lakes throughput destined for storage and other on-system markets much of which is served by shorter-haul transport. Great Lakes witness Michael J. Vilbert supports an appropriate return on common equity in the range of 6.81 to percent, with a median of Based upon the significant business risks that are unique to Great Lakes, as detailed in the testimony of Great Lakes witnesses Bennett and Sullivan, Great Lakes witness Sullivan recommends that Great Lakes return be set above the median at percent, to reflect Great Lakes increased business risks compared to those of the proxy group. As detailed in the testimony of Great Lakes witness Nathaniel A. Brown, Great Lakes proposed rates include an overall rate of return of percent. Mr. Brown establishes Great Lakes overall cost-ofservice for the twelve-month base period ending November 30, 2016, adjusted for known and measurable changes for the test period ending August 31, 2017, as approximately $187 million. This cost-of-service is based on Great Lakes actual capital structure of percent debt and percent equity, the depreciation rates calculated by Great Lakes witness Patrick R. Crowley, and a percent ROE. Great Lakes witness Brown supports the use of Great Lakes own capital structure, which conforms to the Commission s policy in that Great Lakes issues its own non-guaranteed debt, has a common equity ratio in line with others previously approved by the Commission, and will have a debt rating separate from that of its corporate parent. 3 3 Great Lakes is in the process of obtaining its own debt rating, and anticipates that this will occur shortly.

8 Ms. Kimberly D. Bose March 31, 2017 Page 8 The following table summarizes Great Lakes overall rate of return: Capitalization Ratio Cost Weighted Cost Long-Term Debt 50.12% 7.78% 3.90% Equity 49.88% 13.50% 6.73% Overall Rate of Return 10.63% As supported by Great Lakes witnesses Crowley, Alexander J. Kirk and Brian L. Albert, Great Lakes rates also reflect the following: (1) a decrease in the depreciation rate of Great Lakes total transmission plant to 1.27 percent; (2) adjustments to the depreciation rates for other elements of Great Lakes system; and (3) the establishment of a negative salvage rate of 0.78 percent for transmission. Other Rate-Related Proposals Rate Design As explained by Great Lakes witness Roscher, Great Lakes proposes to change its current rate design from a zone-of-delivery method to a zones-traversed method. Under the zone-of-delivery method, Great Lakes allocates costs to rate zones based upon dekatherm-miles associated with deliveries into Great Lakes three rate zones, regardless of the zone of receipt. The effect of this rate design is that gas delivered into a given zone typically faces the same maximum transportation rate, regardless of the length of haul. Under the proposed zones-traversed method, by contrast, Great Lakes has allocated costs to individual zones based on the contract volumes that move across each of the zones, weighted by the distance the volumes move across each zone. Thus, costs are allocated to zones based upon usage and distance factors associated with each individual zone. Mr. Roscher explains that Great Lakes historic zone-based rate design was premised on the assumption that transportation volumes on the Great Lakes system generally originated in the Western Zone, and traveled eastward to points of delivery in the Eastern Zone. The historic rate design makes use of a matrix of rates for various shorter-haul receipt and delivery point combinations. However, the operation of Great Lakes system has changed in two significant ways since the historic rate design was adopted: shorter-haul service originating in Great Lakes Central and Eastern Zones has become increasingly prevalent, and Great Lakes provides significant physical backhauls in an east-to-west direction. As a result of these developments, the existing zone-of-delivery rate design, in combination with the matrix of rates, effectively prevents Great Lakes from recovering its cost-of-service and earning its authorized ROE, and thus no longer produces just and reasonable results. Accordingly, Great Lakes proposes to adopt the zones-traversed rate design, which maintains Great Lakes existing three-zone structure but properly allocates costs to individual rate zones, thereby enabling the use of a matrix of rates and eliminating the under-recovery inherent in the legacy rate design.

9 Ms. Kimberly D. Bose March 31, 2017 Page 9 Seasonal Rates As discussed by Great Lakes witness Roscher, Great Lakes is proposing to continue in effect the seasonal rates established in Article VII.A. of the RP Settlement, consistent with the Commission s policy governing seasonal rates for firm services as set forth in Order No Under the current mechanism, Great Lakes may charge peak rates for up to five months during each 12-month period beginning April 1, and may charge a peak multiplier of up to 1.4. The remaining off-peak months have an offsetting multiplier, such that the arithmetic mean of the seasonal rates for each of the applicable 12 months will equal the 100 percent load factor equivalent firm rate from which the seasonal rates are derived. As Mr. Roscher explains, seasonal rates provide Great Lakes with the ability to take advantage of pricing opportunities when selling unused capacity, thereby providing Great Lakes with an opportunity to maximize its revenues and reduce the cost burden on Great Lakes long-term firm shippers. Park and Loan Services Great Lakes current rates for park and loan services provided pursuant to Rate Schedule MC reflect a first-day/subsequent-day structure where the First Day Fee is Great Lakes maximum IT rate and the Subsequent Day Fee is equal to one-fifth of the First Day Fee. As explained by Great Lakes witness Roscher, Great Lakes is proposing to modify its park and loan rates to a one-part rate that is equivalent to Great Lakes maximum IT rate, consistent with Commission precedent. 5 Discount Adjustment Great Lakes proposed rates reflect a discount adjustment for service provided at discounted rates. Great Lakes adjustment is consistent with its Tariff and with Commission policies that allow a pipeline to seek a reduction in the volumes used to design its maximum rates, if it obtained those volumes by offering reduced rates in order to meet competition. 6 Great Lakes witness Barry describes how Great Lakes implements the discount adjustment. Summary of Proposed Tariff Changes Great Lakes is proposing to implement the following tariff changes reflected on the revised tariff records in Appendix A, to be effective May 1, 2017; however, Great Lakes anticipates that the increased rates proposed herein will be subject to a five-month suspension period and placed into effect on October 1, 2017: 4 Regulation of Short-Term Natural Gas Transportation Services and Regulation of Interstate Natural Gas Transportation Services, Order No. 637, FERC Stats. & Regs. [Regs. Preambles] 31,093 at 31, (2000), order on clarification, Order No. 637-A, FERC Stats. & Regs. [Regs. Preambles] 31,099 (2000), order on reh g, Order No. 637-B, 92 FERC 61,062 (2000). 5 See, e.g., Viking Gas Transmission Co., 89 FERC 61,335 at 62,014 (1999). 6 See Policy for Selective Discounting by Natural Gas Pipelines, 111 FERC 61,309 (2005).

10 Ms. Kimberly D. Bose March 31, 2017 Page 10 Revised Base Rates As explained above, Great Lakes is updating its cost-of-service and proposing to change its base transportation rates (maximum recourse rates) for Rate Schedules FT, IT, MC, LFT, and EFT, Great Lakes is also proposing to continue in effect the seasonal rate provisions established in the RP Settlement, and to modify its rates for park and loan services under Rate Schedule MC from a firstday/subsequent-day structure to a one-part rate that is equivalent to Great Lakes maximum interruptible transportation rate. Great Lakes is also making conforming changes to Rate Schedule MC to reflect the change in rate structure. Deletion of References to RP Settlement Great Lakes is making certain changes to its Tariff as part of this filing to delete references to the RP Settlement which are no longer applicable as a result of this rate filing. Other Filings Which May Affect This Proceeding Pursuant to 18 C.F.R (f), Great Lakes states that as of the time of this filing, it has no filings pending before the Commission that may significantly affect the changes proposed herein. Materials Submitted In accordance with sections and of the Commission s regulations and Order No. 714, 7 Great Lakes is submitting an etariff XML filing package, which includes the following: 1. The tariff records being revised in RTF format with metadata attached; 2. This transmittal letter, which incorporates the Statement of Nature, Reasons and Basis as required by 18 C.F.R (a)(6), in PDF format; 3. Appendix A, a list in PDF format of revised tariff records being filed; 4. Appendix A-1, a clean version of the revised tariff records in PDF format for publishing in elibrary; 5. Appendix A-2, a marked version of the revised tariff records in accordance with the provisions of section (a) of the Commission s regulations; 6. Appendix B, a table of contents that associates the statements and schedules included in the filing with the corresponding exhibit number and electronic file name; 7 Electronic Tariff Filings, Order No. 714, FERC Stats. & Regs. [Regs. Preambles] 31,276 (2008), final rule, Order No. 714-A, III FERC Stats. & Regs. [Regs. Preambles] 31,356 (2014).

11 Ms. Kimberly D. Bose March 31, 2017 Page Appendix C, a representation by Great Lakes authorized accounting representative, as required by 18 C.F.R ; 8. Statements A through P, and related statements, schedules and workpapers in PDF or native format, as required by 18 C.F.R ; 9. The necessary documentation to support the revised tariff sections, as required by 18 C.F.R and ; and 10. A statement that all affected customers and state regulatory commissions have received an abbreviated electronic version of this rate filing, as required by 18 C.F.R Proposed Effective Date and Motion to Place Rates Into Effect The revised tariff sections contained in Appendix A filed herein have a proposed effective date of May 1, Pursuant to 18 C.F.R (a)(9), Great Lakes hereby moves to place the tariff sections set forth in Appendix A into effect as of May 1, In the event the Commission elects to accept and suspend the tariff sections, Great Lakes will file a separate motion pursuant to 18 C.F.R to place the tariff sections into effect at the end of the suspension period. Requests for Waivers Pursuant to 18 C.F.R (a)(7) and , Great Lakes respectfully requests that the Commission grant all waivers necessary to allow the tariff sections to become effective as proposed herein, including any necessary waivers of Parts 154, 157, 284 and 385 of the Commission s regulations, as well as any other rule, policy, pronouncement or order. Certificate of Service In accordance with Rule 2010 of the Commission s Rules of Practice and Procedure, 18 C.F.R , a copy of this filing, together with all enclosures, is being served upon all jurisdictional customers and interested state regulatory agencies.

12 Ms. Kimberly D. Bose March 31, 2017 Page 12 Certification Pursuant to 18 C.F.R and , the undersigned has read this filing and knows its contents, and the contents are true as stated, to the best of his knowledge and belief. Additionally, the undersigned possesses full power and authority to sign such filing. Respectfully submitted, /s/ John A. Roscher John A. Roscher Director, Rates & Regulatory Enclosures

13 Appendix A Great Lakes Gas Transmission Limited Partnership FERC Gas Tariff, List of Proposed Tariff Records Tariff Section Version Part 1 TABLE OF CONTENTS v Statement of Rates, Rate Schedules FT, LFT & EFT v Statement of Rates, Reserved for Future Use v Statement of Rates, Rate Schedule IT v Statement of Rates, Rate Schedule MC v Rate Schedule MC, Rates v Rate Schedule MC, Park and Loan Charges v.2.0.0

14 Appendix A-1 Great Lakes Gas Transmission Limited Partnership FERC Gas Tariff, Proposed Tariff Records Clean Version

15 Great Lakes Gas Transmission Limited Partnership PART 1 FERC Gas Tariff TABLE OF CONTENTS v Superseding v TABLE OF CONTENTS Section No Table of Contents... 1 Preliminary Statement... 2 Maps System Map Western Zone Map Central Zone Map Eastern Zone Map Statement of Rates Rate Schedule FT, LFT, and EFT Rates Reserved For Future Use Rate Schedule IT Rates Rate Schedule MC Rates Transporter's Use Percentages ACA Charges Negotiated Rates Non-Conforming Service Agreements Reserved For Future Use Rate Schedules Rate Schedule FT Rate Schedule EFT Rate Schedule LFT Rate Schedule IT Rate Schedule MC General Terms and Conditions Definitions Request for Service Nominations, Scheduling and Allocation Pressure at Points of Receipt and Delivery Modification of Points of Receipt and Delivery Measurement Measurement Equipment Quality Billing and Payment Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

16 Great Lakes Gas Transmission Limited Partnership PART 1 FERC Gas Tariff TABLE OF CONTENTS v Superseding v Force Majeure, Remedies, and Reservation Charge Credits Priorities and Reductions Compliance Plan for Transportation Services and Complaints Miscellaneous Reservation of Capacity for Future Expansion Projects Firm Capacity Release Program Firm Service Agreement Expiration - Right of First Refusal Gas Research Institute Passthrough Provision Annual Charges Adjustment Discounting Policy Construction & Financing of Facilities Periodic Reports Off-System Capacity NAESB Standards Electronic Communications Penalty Revenue Crediting Mechanism Creditworthiness Transporter's Use Form of Service Agreement Service Request Form Credit Application Form of Transportation Service Agreement Form of Market Center Service Agreement Form of Master Service Agreement Form of Award Acknowledgment Negotiated Rate Agreements S.D. Warren Company FT Agreement (#FT12953) Minnesota Power FT Agreement (#FT12954) Non-Conforming Agreements Michigan Consolidated Gas Company FT Agreement (#FT4634) Michigan Consolidated Gas Company FT Agreement (#FT4635) TABLE OF CONTENTS Sheet Original Volume No. 2 No Preliminary Statement... 2 Map... 3 Rate Schedule X-1 - Exchange Service Index of Customers Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

17 Great Lakes Gas Transmission Limited Partnership PART 4.1 FERC Gas Tariff Statement of Rates Rate Schedules FT, LFT & EFT v Superseding v GREAT LAKES GAS TRANSMISSION LIMITED PARTNERSHIP Open Access Rates Firm Transportation Service Rate Schedule FT 6/ Western Central Eastern Zone 1/ 2/ 3/ Zone 1/ 2/ 3/ Zone 1/ 2/ 3/ Deliveries Deliveries Deliveries Receipts in Western Zone (Rates per Dth) (Rates per Dth) (Rates per Dth) Reservation Fee $7.068 $ $ Utilization Fee Max. Volumetric Rate at 100% L.F. 4/ 5/ Receipts in Central Zone Reservation Fee $ $6.602 $9.036 Utilization Fee Max. Volumetric Rate at 100% L.F. 4/ 5/ Receipts in Eastern Zone Reservation Fee $ $9.036 $3.572 Utilization Fee Max. Volumetric Rate at 100% L.F. 4/ 5/ Limited Firm Transportation Service Rate Schedule LFT 1/ 2/ 3/ 4/ 5/ 6/ The rates shown above for Service under Rate Schedule FT shall also be applicable to Service under Rate Schedule LFT except that the maximum Reservation Fee shall be adjusted to reflect the appropriate number of Days that Service shall be available utilizing the following formula, rounded to 3 decimal places: LFT = FT x ((TD - UD)/TD) where: LFT = LFT Reservation Fee FT = Applicable FT Reservation Fee TD = Number of Days during Agreement Term UD = Number of Unavailable Days Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

18 Great Lakes Gas Transmission Limited Partnership PART 4.1 FERC Gas Tariff Statement of Rates Rate Schedules FT, LFT & EFT v Superseding v Expedited Firm Transportation Service Rate Schedule EFT 1/ 2/ 3/ 4/ 5/ 6/ The rates shown above for Service under Rate Schedule FT shall also be applicable to Service under Rate Schedule EFT except that the maximum Reservation Fee shall be adjusted to reflect the applicable expedited period of gas flow (EPF) utilizing the following formula, rounded to 3 decimal places: EFT = FT x (24/EPF) where: EFT = EFT Reservation Fee FT = Applicable FT Reservation Fee 24 = Number of Hours in a Gas Day EPF = MDQ/MHQ / Pursuant to Section paragraph 2 of Rate Schedules FT, Section paragraph 2 of Rate Schedule EFT, and Section paragraph 2 of Rate Schedule LFT, Shipper shall pay, in addition to the rate specified for this service, an ACA charge set forth in Section 4.6 of this FERC Gas Tariff. 2/ The minimum charge for Reservation Fees, backhauls and/or exchange transportation shall be $0.00 per Dth. 3/ In addition, Shipper shall pay the 100% load factor rate for the service outside the zones for which a Reservation Fee or Volumetric Rate is paid. 4/ In addition to the Volumetric Rate, the Utilization Fee is applicable to all services. 5/ 100% load factor rate is calculated as: (Reservation Fee x 12)/365, rounded to 5 decimal places. 6/ Seasonal recourse rates apply to short-term firm ( STF ) service (i.e., firm service that has a term of less than one year and that does not include multiple-year seasonal service) under Rate Schedule FT and rate schedules that are based upon Rate Schedule FT rates, in addition to interruptible transportation service under Rate Schedule IT, and Market Center Services under Rate Schedule MC. On or before February 15 of each year, Great Lakes shall identify the number of peak months (from zero to five) for the upcoming 12-month period beginning April 1, identify the months to which peak rates apply; and set the peak rate multiplier from one up to a maximum of 1.4. Peak rates will be set by multiplying the applicable firm reservation charge (or reservation component) by the peak multiplier. The remaining offpeak months will have a multiplier equal to 1-(P/O) x (M-1) where: P=Peak Months O=Off-Peak Months (Equal to 12-P) M=Multiplier for Peak Months Transporter s seasonal recourse rate elections and resulting peak and off-peak rates shall be posted under the Informational Postings section of Transporter s Internet website. Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

19 Great Lakes Gas Transmission Limited Partnership PART 4.2 FERC Gas Tariff Statement of Rates Reserved for Future Use v Superseding v RESERVED FOR FUTURE USE Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

20 Great Lakes Gas Transmission Limited Partnership PART 4.3 FERC Gas Tariff Statement of Rates Rate Schedule IT v Superseding v GREAT LAKES GAS TRANSMISSION LIMITED PARTNERSHIP Open Access Rates Interruptible Transportation Service Rate Schedule IT (Rates Per Dth) Western Central Eastern Zone Zone Zone Deliveries 1/ 2/ Deliveries 1/ 2/ Deliveries 1/ 2/ Receipts in Western Zone Utilization Fee - Maximum (3) (3) (3) - Minimum Receipts in Central Zone Utilization Fee - Maximum (3) (3) (3) - Minimum Receipts in Eastern Zone Utilization Fee - Maximum (3) (3) (3) - Minimum / Pursuant to Section paragraph 2 of Rate Schedule IT, Shipper shall pay, in addition to the specified rate for this service, an ACA charge set forth in Section 4.6 of this FERC Gas Tariff. 2/ The minimum charge for backhauls and/or exchange transportation shall be $0.00 per Dth. 3/ Seasonal recourse rates apply to short-term firm ( STF ) service (i.e., firm service that has a term of less than one year and that does not include multiple-year seasonal service) under Rate Schedule FT and rate schedules that are based upon Rate Schedule FT rates, in addition to interruptible transportation service under Rate Schedule IT, and Market Center Services under Rate Schedule MC. On or before February 15 of each year, Great Lakes shall identify the number of peak months (from zero to five) for the upcoming 12-month period beginning April 1, identify the months to which peak rates apply; and set the peak rate multiplier from one up to a maximum of 1.4. Peak rates will be set by multiplying the applicable firm reservation charge (or reservation component) by the peak multiplier. The remaining offpeak months will have a multiplier equal to 1-(P/O) x (M-1) where: P=Peak Months O=Off-Peak Months (Equal to 12-P) M=Multiplier for Peak Months Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

21 Great Lakes Gas Transmission Limited Partnership PART 4.3 FERC Gas Tariff Statement of Rates Rate Schedule IT v Superseding v Transporter s seasonal recourse rate elections and resulting peak and off-peak rates shall be posted under the Informational Postings section of Transporter s Internet website. Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

22 Great Lakes Gas Transmission Limited Partnership PART 4.4 FERC Gas Tariff Statement of Rates Rate Schedule MC v Superseding v GREAT LAKES GAS TRANSMISSION LIMITED PARTNERSHIP Open Access Rates Market Center Services Rate Schedule MC (Rates Per Dth) 1/ PARK and LOAN Maximum Minimum Daily Fee (2) $ / An ACA charge set forth in Section 4.6 of this FERC Gas Tariff shall not be assessed on any transaction under Rate Schedule MC. 2/ Seasonal recourse rates apply to short-term firm ( STF ) service (i.e., firm service that has a term of less than one year and that does not include multiple-year seasonal service) under Rate Schedule FT and rate schedules that are based upon Rate Schedule FT rates, in addition to interruptible transportation service under Rate Schedule IT, and Market Center Services under Rate Schedule MC. On or before February 15 of each year, Great Lakes shall identify the number of peak months (from zero to five) for the upcoming 12-month period beginning April 1, identify the months to which peak rates apply; and set the peak rate multiplier from one up to a maximum of 1.4. Peak rates will be set by multiplying the applicable firm reservation charge (or reservation component) by the peak multiplier. The remaining offpeak months will have a multiplier equal to 1-(P/O) x (M-1) where: P=Peak Months O=Off-Peak Months (Equal to 12-P) M=Multiplier for Peak Months Transporter s seasonal recourse rate elections and resulting peak and off-peak rates shall be posted under the Informational Postings section of Transporter s Internet website. Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

23 Great Lakes Gas Transmission Limited Partnership PART FERC Gas Tariff Rate Schedule MC Rates v Superseding v Rates. The maximum and minimum rates for services under this Rate Schedule MC are listed in Section 4.4 of Transporter's FERC Gas Tariff, Third Revised Volume No. 1. Transporter may adjust, in its sole discretion, and not on an unduly discriminatory basis, the rates charged for any day. Except as permitted by Section , Negotiated Rates, the adjusted rate(s) shall not exceed the applicable maximum rate, nor shall they be less than the minimum rate, set forth in Section 4.4. Transporter shall have the right to charge the maximum rate at any time as a condition for new service or for continuation of service under an existing Agreement, unless otherwise provided by the Agreement. Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

24 Great Lakes Gas Transmission Limited Partnership PART FERC Gas Tariff Rate Schedule MC Park and Loan Charges v Superseding v Park and Loan Charges. (A) The monthly charges for Parking Service shall be the product of (a) the quantities of Gas received by Transporter on any Day during the Month that Gas is received for Parking Service and (b) the applicable Daily Fee as listed in Section 4.4 of Transporter s FERC Gas Tariff, or as otherwise mutually agreed between Transporter and Shipper. (B) The monthly charges for Loan Service shall be the product of (a) the quantities of Gas loaned to Shipper by Transporter on any Day during the Month that Gas is loaned to Shipper for Loan Service and (b) the applicable Daily Fee as listed in Section 4.4 of Transporter s FERC Gas Tariff, or as otherwise mutually agreed between Transporter and Shipper. (C) If on a given Day Transporter is unable to schedule a Shipper's nomination that would have reduced Shipper's outstanding Park and/or Loan balance on a given day, solely for the purpose of assessing a Daily Fee under Sections (A) and/or (B) above, Shipper shall not be charged a Daily Fee for the quantity of Gas Transporter was unable to schedule in response to Shipper's nomination. Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

25 Appendix A-2 Great Lakes Gas Transmission Limited Partnership FERC Gas Tariff, Proposed Tariff Records Marked Version

26 Great Lakes Gas Transmission Limited Partnership PART 1 FERC Gas Tariff TABLE OF CONTENTS v Superseding v TABLE OF CONTENTS Section No Table of Contents... 1 Preliminary Statement... 2 Maps System Map Western Zone Map Central Zone Map Eastern Zone Map Statement of Rates Rate Schedule FT, LFT, and EFT Rates Reserved For Future UseTransition Credit (Surcharges) Rate Schedule IT Rates Rate Schedule MC Rates Transporter's Use Percentages ACA Charges Negotiated Rates Non-Conforming Service Agreements Reserved For Future Use Rate Schedules Rate Schedule FT Rate Schedule EFT Rate Schedule LFT Rate Schedule IT Rate Schedule MC General Terms and Conditions Definitions Request for Service Nominations, Scheduling and Allocation Pressure at Points of Receipt and Delivery Modification of Points of Receipt and Delivery Measurement Measurement Equipment Quality Billing and Payment Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

27 Great Lakes Gas Transmission Limited Partnership PART 1 FERC Gas Tariff TABLE OF CONTENTS v Superseding v Force Majeure, Remedies, and Reservation Charge Credits Priorities and Reductions Compliance Plan for Transportation Services and Complaints Miscellaneous Reservation of Capacity for Future Expansion Projects Firm Capacity Release Program Firm Service Agreement Expiration - Right of First Refusal Gas Research Institute Passthrough Provision Annual Charges Adjustment Discounting Policy Construction & Financing of Facilities Periodic Reports Off-System Capacity NAESB Standards Electronic Communications Penalty Revenue Crediting Mechanism Creditworthiness Transporter's Use Form of Service Agreement Service Request Form Credit Application Form of Transportation Service Agreement Form of Market Center Service Agreement Form of Master Service Agreement Form of Award Acknowledgment Negotiated Rate Agreements S.D. Warren Company FT Agreement (#FT12953) Minnesota Power FT Agreement (#FT12954) Non-Conforming Agreements Michigan Consolidated Gas Company FT Agreement (#FT4634) Michigan Consolidated Gas Company FT Agreement (#FT4635) TABLE OF CONTENTS Sheet Original Volume No. 2 No Preliminary Statement... 2 Map... 3 Rate Schedule X-1 - Exchange Service Index of Customers Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

28 Great Lakes Gas Transmission Limited Partnership PART 4.1 FERC Gas Tariff Statement of Rates Rate Schedules FT, LFT & EFT v Superseding v GREAT LAKES GAS TRANSMISSION LIMITED PARTNERSHIP Open Access Rates Firm Transportation Service Rate Schedule FT 6/ 7/ 8/ Western Central Eastern Zone 1/ 2/ 3/ Zone 1/ 2/ 3/ Zone 1/ 2/ 3/ Deliveries Deliveries Deliveries Receipts in Western Zone (Rates per Dth) (Rates per Dth) (Rates per Dth) Reservation Fee $ $ $ Utilization Fee Max. Volumetric Rate at 100% L.F. 4/ 5/ Receipts in Central Zone Reservation Fee $ $ $ Utilization Fee Max. Volumetric Rate at 100% L.F. 4/ 5/ Receipts in Eastern Zone Reservation Fee $ $ $ Utilization Fee Max. Volumetric Rate at 100% L.F. 4/ 5/ Limited Firm Transportation Service Rate Schedule LFT 1/ 2/ 3/ 4/ 5/ 6/ 7/ 8/ The rates shown above for Service under Rate Schedule FT shall also be applicable to Service under Rate Schedule LFT except that the maximum Reservation Fee shall be adjusted to reflect the appropriate number of Days that Service shall be available utilizing the following formula, rounded to 3 decimal places: LFT = FT x ((TD - UD)/TD) where: LFT = LFT Reservation Fee FT = Applicable FT Reservation Fee TD = Number of Days during Agreement Term UD = Number of Unavailable Days Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted:

29 Great Lakes Gas Transmission Limited Partnership PART 4.1 FERC Gas Tariff Statement of Rates Rate Schedules FT, LFT & EFT v Superseding v Expedited Firm Transportation Service Rate Schedule EFT 1/ 2/ 3/ 4/ 5/ 6/ 7/ 8/ The rates shown above for Service under Rate Schedule FT shall also be applicable to Service under Rate Schedule EFT except that the maximum Reservation Fee shall be adjusted to reflect the applicable expedited period of gas flow (EPF) utilizing the following formula, rounded to 3 decimal places: EFT = FT x (24/EPF) where: EFT = EFT Reservation Fee FT = Applicable FT Reservation Fee 24 = Number of Hours in a Gas Day EPF = MDQ/MHQ / Pursuant to Section paragraph 2 of Rate Schedules FT, Section paragraph 2 of Rate Schedule EFT, and Section paragraph 2 of Rate Schedule LFT, Shipper shall pay, in addition to the rate specified for this service, an ACA charge set forth in Section 4.6 of this FERC Gas Tariff. 2/ The minimum charge for Reservation Fees, backhauls and/or exchange transportation shall be $0.00 per Dth. 3/ In addition, Shipper shall pay the 100% load factor rate for the service outside the zones for which a Reservation Fee or Volumetric Rate is paid. 4/ In addition to the Volumetric Rate, the Utilization Fee is applicable to all services. 5/ 100% load factor rate is calculated as: (Reservation Fee x 12)/365, rounded to 5 decimal places. 6/ Billing adjustments may apply pursuant to the RP Settlement (e.g., pursuant to Article III. B. 4 through 6 and Article IX.), as to either NRS or NNR subject to Article III. B. 5. 7/ Rates stated in this section are not applicable to any Disputing/Severed Party as described in the Docket No. RP Settlement. Pursuant to Article IX of the Docket No. RP Settlement, solely for the purpose of computing Disputing/Severed Party Rates during the period that Settlement Rates remain in effect, the Settlement rates for Supporting/Non-Disputing Participants will be treated as discounted rates relative to the rates for Disputing/Severed Parties to the maximum extent legally permissible. 8/ Seasonal recourse rates apply to short-term firm ( STF ) service (i.e., firm service that has a term of less than one year and that does not include multiple-year seasonal service) under Rate Schedule FT and rate schedules that are based upon Rate Schedule FT rates, in addition to interruptible transportation service under Rate Schedule IT, and Market Center Services under Rate Schedule MC. On or before February 15 of each year, Great Lakes shall identify the number of peak months (from zero to five) for the upcoming 12-month period beginning April 1, identify the months to which peak rates apply; and set the peak rate multiplier from one up to a maximum of 1.4. Peak rates will be set by multiplying the applicable firm Issued: March 31, 2017 Effective: May 1, 2017 Docket No. Accepted: