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underlying data set is"Monthly Gas Price Assessments—Inside FERC". The value for September <br /> 2008 was $8.45 per million Btu. <br /> 6. Cap-and-Trade System means a system that (i) establishes a total cap on GHG <br /> emissions from an identified group of GHG emitters; (ii) establishes a market for Emission <br /> Allowances; and (iii) allows trading of Emission Allowances among GHG emitters. <br /> 7. Carbon Credit means any contractual, equitable or statutory legal right, interest, <br /> credit, offset, entitlement, benefit, allowance or certificate evidencing a reduction from the <br /> environment of one metric ton of carbon dioxide or CO2e that is verified by (i)a federal, state, or <br /> local Governmental Authority pursuant to laws or regulations establishing a regulatory market for <br /> reductions of GHG emissions, or (ii) an independent third-party utilizing nationally-recognized <br /> standards for establishing emissions reduction credits associated with non-regulated, voluntary <br /> projects or activities. <br /> 8. Carbon Price Consultant means an independent, qualified nationally-recognized <br /> consulting firm with significant experience in the regulated carbon markets established in the <br /> United States under federal legislation enacting a Cap-and-Trade System and the price of Emission <br /> Allowances in such markets. <br /> 9. CO2e means carbon dioxide equivalent,or the base reference for the determination <br /> of Global Warming Potential of Greenhouse Gases of a similar amount of carbon dioxide. <br /> 10. Conversion MMBTU HHV has the meaning set forth in Paragraph 118 of this <br /> Agreement. <br /> 11. Conversion Payment has the meaning set forth in Paragraph 117 of this <br /> Agreement. <br /> 12. Conversion Percentage means sixteen and six-tenths percent(16.6%). <br /> 6 <br /> {00018638.DOC 2424) <br />