Alliance Pipeline Limited Partnership Binding Open Season for Seasonal Service (FFPS Zone 1 and FFPS Zone 2)

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1 Alliance Pipeline Limited Partnership Binding Open Season for Seasonal Service (FFPS Zone 1 and FFPS Zone 2) Introduction On August 4, 2015, Alliance Pipeline Limited Partnership ( Alliance ) announced that its Precedent Agreement Process had ended and winter seasonal capacity for the December 1, 2015 to March 31, 2016 term would be offered in a future Open Season. Alliance held an Open Season beginning October 15, 2015 for both winter 2015/2016 and summer 2016 Seasonal Service under its New Services Offering. This Open Season closed on October 22, 2015 and the capacity has been awarded. Alliance will be conducting a second Open Season for winter 2015/16 Seasonal Service and summer 2016 Seasonal Service under its New Services Offering. This will be the final Open Season for a four month term (December through March) of winter 2015/16 Seasonal Service. This bid package sets out the manner in which Alliance will conduct this Open Season. Description of Seasonal Service Offered In this Open Season, Seasonal Service means Seasonal Firm Full Path Service (FFPS) from a Receipt Point in Zone 1 or Zone 2 to Alliance s Delivery Point at the Canada-U.S. border as described in the form of Canadian Firm Transportation Service Agreement enclosed with this Open Season bid package. To be eligible to receive the Seasonal Service awarded in this Open Season, the Bidder (or its affiliate) must concurrently (i) execute a package of agreements with the U.S. Transporter, Alliance Pipeline L.P., including Firm Transportation Agreement(s) for U.S. Firm Transportation Service (FT-1) on the U.S. Pipeline for a volume and term equal to that stated in the Bidder s Canadian Firm Transportation Service Agreement(s) for the Seasonal Service awarded by Alliance in this Open Season (see Article 1.1(c) of the Canadian Toll Schedule Firm Full Path Service); and (ii) satisfy the creditworthiness requirements as defined in the U.S. Transporter s FERC Gas Tariff approved for services commencing on or after December 1, 2015 (see Article 22 of the U.S. General Terms and Conditions). Alliance Pipeline L.P., the U.S. Transporter, has provided notification that concurrent capacity is available on the U.S. Pipeline at a fixed FT-1 Negotiated Reservation Charge of US$14.70/Dth/month (US$0.48/Dth/d or US$0.53/Mcf 1 ). 1 Thermal Conversion Factor of Dth per Mcf.

2 Length of Open Season The Open Season will commence on November 4, 2015 at 9:00 AM Central Clock Time ( CCT ) and conclude at 12:00 PM CCT on November 6, This Open Season is available to any and all parties that meet the bidding requirements set out below. This Open Season bid package, including the Bid Form and form of Canadian Firm Transportation Service Agreement, as well as the form of United States Firm Transportation Agreement, are available on the Alliance website at s The terms available for FFPS Zone 1 and FFPS Zone 2 Seasonal Service are as follows (each, an ): Four (4) months for the period December 1, 2015 through March 31, 2016 Seven (7) months for the period April 1, 2016 through October 31, 2016 Bidders may submit bids for either or both of the s; provided, however, that a separate Bid Form must be submitted for each requested. Each bid will be evaluated separately and independently. Available Capacity, Bid Floors for Demand Charges, Receipt Points and Delivery Points The Available Capacity for each in this Open Season is as follows: Available Capacity (10 3 m 3 /d) Available FT-1 Capacity for corresponding US Firm Transportation Agreement (MMcf/d) December 1, 2015 to March 31, April 1, 2016 to October 31, The Bid Floors for Seasonal Service tolls in this Open Season are as follows: Receipt Point Zone Bid Floor Tolls ($/10 3 m 3 /day) % of 5-year FFPS Zone 1 and Zone 2 Tolls for services commencing December 1, 2015 All Available Zone 2 Receipt Points All Available Zone 1 Receipt Points % %

3 In addition, capacity awarded in this Open Season will be subject to applicable fuel requirements, surcharges and other charges in effect from time to time and will be subject to the terms and conditions of Alliance s Tariff, including the General Terms and Conditions and applicable Toll Schedules and Service Agreements, as approved by the National Energy Board (NEB) from time to time for services commencing on or after December 1, 2015 ( Tariff ). The Available Zone 1 and Zone 2 Receipt Points in this Open Season are listed below, however Bidders are advised that some of the receipt points cannot accommodate the full amount of Available Capacity for each in this Open Season. Also, some posted segments share common capacity and a successful bid on one system segment may reduce the capacity available on another system segment: December 1, 2015 to March 31, 2016 April 1, 2016 to October 31, 2016 No. Receipt Point Zone No. Receipt Point Zone BC 02-1 AITKEN CREEK 2 BC 02-1 AITKEN CREEK 2 BC 02A AITKEN CREEK 2 2 BC 02A AITKEN CREEK 2 2 AB 47 CARSON CREEK 1 AB 42 BEAR CREEK 1 AB 44 EDSON 1 AB 68 BIG MOUNTAIN CREEK 1 AB 44B EDSON 2 1 AB 47 CARSON CREEK 1 AB 27A ELMWORTH 1 AB 44 EDSON 1 AB 09 FOURTH CREEK 2 AB 44B EDSON 2 1 AB 30 GOLD CREEK 1 AB 27A ELMWORTH 1 AB 13 GORDONDALE 1 1 AB 09 FOURTH CREEK 2 AB 39 GRIZZLY JUNCTION 1 AB 30 GOLD CREEK 1 BC 01A HIGHWAY 2 2 AB 13 GORDONDALE 1 1 AB 24 HYTHE/BRAINARD 1 AB 39 GRIZZLY JUNCTION 1 AB 10 JOSEPHINE 2 BC 01A HIGHWAY 2 2 AB 31 KARR 1 AB 24 HYTHE/BRAINARD 1 AB 40 KAYBOB 1 AB 10 JOSEPHINE 2 AB 41 KAYBOB SOUTH 1&2 1 AB 31 KARR 1 AB 45 KAYBOB SOUTH #3 1 AB 40 KAYBOB 1 AB 25 KNOPCIK 1 AB 41 KAYBOB SOUTH 1&2 1 AB 65 LITTLE CROOKED LAKE 1 AB 45 KAYBOB SOUTH #3 1 AB 43 McLEOD RIVER 1 AB 25 KNOPCIK 1 BC 03 McMAHON 2 AB 65 LITTLE CROOKED LAKE 1 AB 34 MOOSE RIVER 1 AB 43 McLEOD RIVER 1 AB 11 POUCE COUPE 2 BC 03 McMAHON 2 AB 16 PROGRESS 1 AB 34 MOOSE RIVER 1 AB 23 SEXSMITH 1 AB 11 POUCE COUPE 2

4 AB 33A SHELL CREEK 1 AB 16 PROGRESS 1 AB 33 SIMONETTE 1 AB 23 SEXSMITH 1 AB 32 SMOKY 1 AB 33A SHELL CREEK 1 AB 21 TEEPEE CREEK 1 AB 33 SIMONETTE 1 AB 66 TONY CREEK 1 AB 32 SMOKY 1 AB 38 TWO CREEKS 1 AB 21 TEEPEE CREEK 1 AB 17 VALHALLA 1 1 AB 66 TONY CREEK 1 AB 20 VALHALLA 2 1 AB 67 TONY TOWER 1 AB 29 WAPITI 1 AB 38 TWO CREEKS 1 AB 27 WEMBLEY 1 AB 17 VALHALLA 1 1 BC 12 WEST DOE 2 AB 20 VALHALLA 2 1 AB 46 WEST WHITECOURT 1 AB 29 WAPITI 1 AB 48 WHITECOURT 1 AB 27 WEMBLEY 1 AB 44A WOLF SOUTH 1 BC 12 WEST DOE 2 BC 04 YOUNGER 2 AB 46 WEST WHITECOURT 1 AB 48 WHITECOURT 1 AB 44A WOLF SOUTH 1 BC 04 YOUNGER 2 The Available Delivery Points in this Open Season for corresponding United States FT-1 Capacity are as follows: December 1, 2015 to March 31, 2016 DMS US Delivery Point IL01 Northern Illinois Gas Company Natural Gas Pipeline Company of IL02 America IL03 Midwestern Gas Transmission The Peoples Gas Light and Coke IL04 Company IL05 ANR Pipeline Company IL06 Vector Pipeline IL10 Guardian Pipeline, L.L.C. DMS IL01 IL02 IL03 IL04 IL05 IL06 IL10 April 1, 2016 to October 31, 2016 US Delivery Point Northern Illinois Gas Company Natural Gas Pipeline Company of America Midwestern Gas Transmission The Peoples Gas Light and Coke Company ANR Pipeline Company Vector Pipeline Guardian Pipeline, L.L.C.

5 Creditworthiness Bidders in this Open Season must meet the creditworthiness requirements as defined in Alliance s Tariff (see Article 26 of the General Terms and Conditions). If required by Alliance, Bidder shall provide security for its financial and contractual obligations within two (2) business days from the date Alliance sends notice to Bidder that it has been conditionally awarded capacity in this Open Season. Capacity cannot be unconditionally awarded unless the Bidder has met Alliance s credit requirements and all other requirements in this bid package. Prior to close of the bid period, in order to confirm or establish their creditworthiness, Bidders should contact: David Fisher Treasury Analyst (403) credit@alliancepipeline.com Bidding Requirements and Process Bidders must complete a Bid Form (enclosed) setting out their requested Contracted Capacity, Minimum Contracted Capacity in the event of pro rationing, requested, the applicable Receipt Point, and requested Seasonal Service Demand Charge at or above the applicable Bid Floor set out in this Open Season bid package. The requested term for each bid must be for an set out in this Open Season bid package. Conditional bids and bids greater than the Available Capacity are invalid. Bids will be accepted from 9:00 am CCT on November 4, 2015 through 12:00 pm CCT on November 6, Bids will not be accepted before 9:00 am CCT on November 4, 2015 or after 12:00 pm CCT on November 6, Separate Bid Forms should be submitted for each bid. Completed Bid Forms must be submitted by or facsimile to: Recontracting.2015@alliancepipeline.com, or Fax: (403) Confirmation will be issued upon receipt of a bid. If confirmation is not received, please contact Chris Brovald at (403) All bids are binding and may not be changed or withdrawn after they are submitted. The process will be a closed bid process. Alliance will use reasonable efforts to notify, as soon as possible but in no event longer than one (1) business day after the close of this Open Season, by , all Bidders who have been conditionally awarded any seasonal capacity.

6 Awarding Capacity Alliance may reject any bids that do not satisfy the terms outlined in this Open Season bid package, and will not accept bids for less than the applicable Bid Floors. Capacity will be awarded by Alliance to Bidders based on the bids that result in the highest net present value ( NPV ) of Demand Charge revenues to Alliance, subject to Bidders executing and delivering the required documents and security described in the next paragraph below (or otherwise meeting Alliance s creditworthiness requirements) within two (2) business days. In the event that Available Capacity is over-subscribed, then the Available Capacity will be awarded to the bids that result in the highest NPV of Demand Charge revenues; provided, however, that Available Capacity will be awarded amongst bids of equal NPV of Demand Charge revenues to Alliance pro rata based on the capacity requested. No request for Seasonal Service shall be awarded by Alliance for less than the Minimum Contracted Capacity specified in Bidder s Bid Form. Successful Bidders will be provided with a package of agreements, including a Firm Transportation Service Agreement that must be executed and returned, in the form enclosed without modification or amendment, together with the security required as outlined in Article 26 of the General Terms and Conditions of the Tariff, to Alliance within two (2) business days from the date Alliance sends notice to Bidder that it has been conditionally awarded capacity in this Open Season. If you have any questions, please feel free to contact: Bob Blattler, Director, Supply & Market Development Phone: (403) bob.blattler@alliancepipeline.com, or Jason Blaker, Business Development Manager - Markets Phone: (403) jason.blaker@alliancepipeline.com Chris Brovald, Business Development Manager Phone: (403) chris.brovald@alliancepipeline.com Carolyne May Ross, Business Development Manager Phone: (403) carolyne.mayross@alliancepipeline.com

7 Binding Open Season for Seasonal Service (FFPS Zone 1 and FFPS Zone 2) Bid Form Alliance Pipeline Limited Partnership Submit one Bid Form per bid. Alliance will not accept bids less than the applicable Bid Floor set out in the Open Season bid package. This Bid Form shall be deemed to be binding on the Bidder, is irrevocable and cannot be withdrawn or amended by the Bidder. Bidder Information Canadian Bidder Name: Full Legal Name: Form of Business Organization: Jurisdiction: Contact Person: Title: Mailing Address: Phone: Fax: Name of Party taking corresponding US Capacity (must be Bidder or affiliate): Full Legal Name: Form of Business Organization: Jurisdiction: Contact Person: Title: Mailing Address: Phone: Fax: Bid Requirements Type of Firm Service: FFPS Seasonal Service Contracted Capacity: (10 3 m 3 /d): Minimum Contracted Capacity (10 3 m 3 /d): Canadian Receipt Point: Zone: (Only one receipt point may be chosen per bid) Canadian Delivery Point: Alliance s Delivery Point at the Canada-U.S. border (select one): Four (4) months for the period December 1, 2015 through March 31, 2016 or Seven (7) months for the period April 1, 2016 through October 31, 2016 Seasonal Service Demand Charge ($/10 3 m 3 /day): (must be equal to or greater than applicable Bid Floor)

8 Bidder agrees that it or its affiliate will execute Firm Transportation Agreement(s) with the U.S. Transporter for FT-1 on the U.S. Pipeline for a volume and term equal to the Bidder s Firm Transportation Service Agreement(s) for the Seasonal Service awarded by Alliance in this Open Season: yes no US Physical Receipt Point: Interconnect with Alliance Pipeline Limited Partnership, Renville County, North Dakota US Physical Delivery Point: (Only one U.S. Physical Delivery Point may be chosen per bid) Credit Checklist (By Bidder) Will demonstrate creditworthiness, or Will provide security Signature of Bidder Representative Date, 2015 Please or fax your completed Binding Open Season Bid Form on or before 12 p.m. CCT on November 6, 2015 to: Recontracting.2015@alliancepipeline.com or Fax: (403)