**Exhibit 4.11**

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**Electricity Act 1989**

**Section 11A**

**MODIFICATION UNDER SECTION  11A OF THE STANDARD CONDITIONS OF ELECTRICITY DISTRIBUTION LICENCES.**

Whereas —

| 1.     | Each of the companies to whom this document         is addressed (a "Licence Holder") has been granted a licence         ("a      Licence") under section 6(1)(c) of the Electricity Act 1989 ("the       Act") to distribute electricity subject to the conditions contained        in its Licence.                                                                                                                                                                                                              |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 2.     | In accordance with section 11A(3) and      (4) of the Act the Gas and Electricity Markets Authority ("the Authority")      gave notice on 13 January 2006 ("the Notice") that it proposed      to insert condition 9B of the Licence and by requiring any objections or      representations to the modification to be made on or before 13 February      2006.                                                                                                                                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 3.     | In accordance with section 49A of the      Act, the reasons for making the licence modifications are those stated in      the Notice.                                                                                                                                                                                                                                                                                                                                                                                                           |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 4.     | In accordance with section 11(A)(4)(b)      of the Act, the Authority gave such notice of its intention to make the      modifications to the Secretary of State and has not received a direction      not to make the modification.                                                                                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 5.     | Prior to the close of the consultation        period in respect of the Notice, the Authority received one response        which      constituted a formal objection. The objection was made by United Utilities.        The objection does not trigger either of the relevant blocking minority        thresholds (these being 20% of relevant licence holders by number or        20% of relevant licence holders by market share). All non-confidential        responses      have been placed in the Ofgem library and on the Ofgem website. |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 6.     | The Authority has carefully considered      in relation to the proposed modification all representations received.                                                                                                                                                                                                                                                                                                                                                                                                                              |

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**Now therefore**

In accordance with the powers contained in  section 11A of the Act, the Authority hereby modifies the standard licence conditions  for all electricity distribution licences in the manner specified in attached  Schedule 1 with effect on and from 05 April 2006.

**The Official Seal of the Gas and Electricity  Markets Authority  here affixed is authenticated by the signature of**

 

| **/s/ Nick Simpson**                                                                                         |   |                          |
|--------------------------------------------------------------------------------------------------------------|--------|--------------------------|
| **Nick Simpson      Director, Industry Codes and Licensing      Duly Authorised on behalf of the Authority** |   | **05        April 2006** |

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**Schedule 1**

**Condition 9B: Distribution Connection and  Use of System Agreement**

**Part A: This licence condition**

| 1.     | The licensee shall, within      six months of the coming into effect of this condition or such later date      as the Authority may direct, in conjunction with every other relevant electricity      distributor and any other interested authorised electricity operator (not      being a relevant electricity distributor), prepare and give effect to a      Distribution Connection and Use of System Agreement ("DCUSA"),      which shall comply with the requirements of this Condition 9B and in particular      but without limitation shall: |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | include the contents referred      to at paragraphs 5 to 7; and |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | make provision for the matters      set out at paragraph 8 in respect of governance and administration and for      the matters set out at paragraph 15. |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
| 2.     | Where the Authority is satisfied      with the DCUSA prepared by the licensee in accordance with paragraph 1 above,      it shall, by direction, designate the DCUSA for the purposes of this condition      generally.                                                                                                                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
| 3.     | Before issuing a direction        under paragraph 2, the Authority shall give notice to all relevant electricity        distributors, and to such other authorised electricity operators (not        being      relevant electricity distributors) as are likely in its opinion to be affected      by the DCUSA:                                                                                                                                                                                                                                                  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | stating that it intends to      designate the DCUSA; |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | setting out the contents      of the DCUSA and the date on which it is proposed that the direction should      take effect; and |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
|   | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | specifying the period (not      being less than 28 days from the date of the notice) within which representations      with respect to any aspect of those contents may be made. |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
| 4.     | Subject to the Authority      issuing a direction under paragraph 2 above and provided that such direction      has not been withdrawn, the licensee shall:                                                                                                                                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | accede to the DCUSA Accession      Agreement on the date on which the Authority's direction is given under      paragraph 2 (the "due date"); |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |   |   |

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|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |
|--------------------------------------------------|--------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                             | (b)                | maintain the DCUSA; and                                                                                                                                                                                                                                                                                                                                                                 |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (c)                | at all times comply with      the DCUSA as amended from time to time in accordance with the provisions      thereof.                                                                                                                                                                                                                                                                    |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| **Part B: Principal contents      of the DCUSA** |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| 5.                                               | The DCUSA shall:   |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (a)                | include such material terms,      procedures and arrangements of a commercial nature as relate to the use      of the licensee's distribution system and (where appropriate) to connections      to that system; and                                                                                                                                                                    |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (b)                | (without prejudice to the      foregoing) make express provision for the matters set out in paragraph 6.                                                                                                                                                                                                                                                                                |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| 6.                                               | Those matters are: |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (a)                | conditions (including as        to the provision of credit cover) which are to apply to any person in        respect      of the commencement, continuation or termination of use of the licensee's        distribution system by or on behalf of that person ("the user"),      and the obligations owed by the licensee to the user in relation to use      of that system; |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (b)                | terms, arrangements and procedures      which are to apply or to be available to the user in respect of the payment      of the charges due on either an individual or an aggregated basis to the      licensee from the user for use of the licensee's distribution system;                                                                                                            |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (c)                | terms, arrangements and procedures      which are to apply or to be available to the user in respect of such activities      or works (including the energisation, de-energisation or re-energisation      of entry points and exit points) as may be carried out by or on behalf of      the user on the licensee's distribution system;                                               |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (d)                | terms, arrangements and procedures      which are to apply or to be available to the user in respect of the activities      of system demand control and revenue protection, the installation and maintenance      of metering equipment and the provision of metering data and other relevant      information arising from use of the licensee's distribution system; and             |
|                                             |               |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                                             | (e)                | terms providing for:                                                                                                                                                                                                                                                                                                                                                                    |

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|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                           | (i)                                                                                                                                                                                                                                                                                                                                                                                                                                                            | the circumstances in which,      in relation to the use of or connection to the licensee's distribution system,      a party's liability for any contravention of the provisions of the DCUSA      may be restricted; and                                                                                                                                                                                                                                                   |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
|                                           | (ii)                                                                                                                                                                                                                                                                                                                                                                                                                                                           | the extent to which and        the  circumstances in which such liability will otherwise attach to that        party      in respect of any claims against it.                                                                                                                                                                                                                                                                                                              |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
|                                           | The text of the contents      required to be included in the DCUSA at the due date by virtue of this Part      B shall, save to the extent directed otherwise by the Authority, be the      same as the text which in each case comprises the corresponding contents      of the consolidated agreement for the use of system developed through the      joint activities of relevant electricity distributors and users immediately      before the due date. |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
| **Part C: Governance and      administration** |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
| 8.                                             | Without prejudice to the      matters set out in Part B, the DCUSA shall also comprise:                                                                                                                                                                                                                                                                                                                                                                        |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
|                                           | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                            | terms of the creation of         an agreement, to which the licensee, every other relevant electricity        distributor      and any other authorised electricity operator (not being a relevant electricity         distributor, and insofar as the DCUSA is applicable to it) shall be        a party      on such terms and conditions of accession as may be specified (the "DCUSA       Accession Agreement");                                             |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
|                                           | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                            | provisions for the referral      for determination by the Authority of any dispute arising as to whether      a person seeking to be admitted as a party to the DCUSA Accession Agreement      has fulfilled any such accession conditions;                                                                                                                                                                                                                                 |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
|                                           | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                            | terms providing for the licensee      and such other parties to the DCUSA Accession Agreement as may be specified      to be contractually bound by some or all of the provisions of the DCUSA;                                                                                                                                                                                                                                                                             |
|                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |   |
|                                           | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                            | arrangements for establishing         and maintaining, in accordance with such procedures for appointment        or election      as may be specified, a panel ( the "DCUSA Panel") which is to      be responsible, by way of such proceedings as may be specified, for the      governance and administration of the DCUSA, and whose members are to be      required as a condition of appointment or election to act independently      and not as delegates; |

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|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |
|--------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                             | (e)                                                                                                                                                                                                                                                                                                                                             | arrangements for the establishment      and funding of a secretariat able to service the DCUSA Panel, to such extent      and in respect of such matters as may be specified;                                                      |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (f)                                                                                                                                                                                                                                                                                                                                             | procedures for the amendment,      in accordance with Part E, of such provisions of the DCUSA as are specified      to be capable of being amended without the prior approval of the Authority;                                    |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (g)                                                                                                                                                                                                                                                                                                                                             | provisions by virtue of which      such parts of the DCUSA as may be specified shall not be capable of being      amended without the prior approval of the Authority, and procedures for      seeking such approval; and          |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (h)                                                                                                                                                                                                                                                                                                                                             | such other matters as may      be appropriate to be included in or provided for by the DCUSA, having regard      to the requirement of paragraph 9.                                                                                |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
| **Part D: The Applicable      DCUSA Objectives** |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
| 9.                                               | Proposals to amend the DCUSA      pursuant to Part E must be such as are calculated to better facilitate achievement      of the following objectives ("the Applicable DCUSA Objectives"):                                                                                                                                            |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (a)                                                                                                                                                                                                                                                                                                                                             | the development, maintenance      and operation by the licensee of an efficient, co-ordinated and economical      distribution system;                                                                                             |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (b)                                                                                                                                                                                                                                                                                                                                             | the facilitation of effective      competition in the generation and supply of electricity and (so far as consistent      therewith) the promotion of such competition in the sale, distribution and      purchase of electricity; |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (c)                                                                                                                                                                                                                                                                                                                                             | the efficient discharge by      the licensee of the obligations imposed upon it by this licence; and                                                                                                                               |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
|                                             | (d)                                                                                                                                                                                                                                                                                                                                             | the promotion of efficiency      in the implementation and administration of the DCUSA arrangements.                                                                                                                               |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
| **Part E: Amendment of the      DCUSA**          |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
| 10.                                              | The DCUSA as designated by      the Authority in accordance with paragraph 2 may be amended at any time      thereafter in accordance with such amendment procedures (including procedures      for amending those amendment procedures themselves) as may be specified      and are in conformity with the principles set out in paragraph 11. |
|                                             |                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                               |   |
| 11.                                              | Those principles are that:                                                                                                                                                                                                                                                                                                                      |

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|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|--------|------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   | (a)                                                                                      | proposals for the amendment      of the DCUSA may be made by any relevant electricity distributor, by any      other party to the DCUSA Accession Agreement, by the Gas and Electricity      Consumer Council, by the GB System Operator and by such other persons or      bodies as may be specified by the Authority;                                                                                                                                                                                           |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (b)                                                                                      | the amendment procedures      for dealing with any such proposal shall comply with the requirements of      paragraph 12;                                                                                                                                                                                                                                                                                                                                                                                         |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (c)                                                                                      | the making and implementation      of any amendment of the DCUSA shall comply with the provisions of paragraph      13; and                                                                                                                                                                                                                                                                                                                                                                                       |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (d)                                                                                      | those parts of the DCUSA      specified pursuant to paragraph 8(g) shall not be amended without the prior      approval of the Authority, which shall be sought in accordance with appropriate      procedures set out in the DCUSA.                                                                                                                                                                                                                                                                              |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
| 12.    | The DCUSA shall provide procedures      for the making of amendments which shall secure: |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (a)                                                                                      | that every proposed amendment      is brought to the attention of all parties specified in or pursuant to paragraph      11(a);                                                                                                                                                                                                                                                                                                                                                                                   |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (b)                                                                                      | that any and all representations      made in respect of a proposed amendment shall be properly considered by      the relevant decision-maker(s);                                                                                                                                                                                                                                                                                                                                                                |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (c)                                                                                      | that the question of whether      any proposed amendment better facilitates the achievement of the Applicable      DCUSA Objectives is properly evaluated;                                                                                                                                                                                                                                                                                                                                                        |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (d)                                                                                      | that an amendment report        is prepared in such manner and having all such contents as may be specified,        including (i) a proposed implementation date such as to enable any proposed        amendment to take effect as soon as practicable after the decision to        implement      it is reached, taking into account the complexity, importance and urgency        of that amendment, and (ii) a summary of and copies of all submissions        made      in respect of the proposed amendment; |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (e)                                                                                      | that the proposed implementation      date may be altered with the consent of or as directed by the Authority;      and                                                                                                                                                                                                                                                                                                                                                                                           |
|   |                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |
|   | (f)                                                                                      | that parties to the DCUSA      may, having considered the amendment report prepared in accordance with      sub-paragraph (d) above and whether that                                                                                                                                                                                                                                                                                                                                                              |

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|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |
|---------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | amendment would, as compared      with the existing provisions of the DCUSA, better facilitate the achievement      of the Applicable DCUSA Objectives, vote for:                                                                                                                                                                                                                       |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | (i)                                                                                                                                                                                                                                                                                                                                                                                     | in the case of a proposed amendment to      a part of the DCUSA not specified pursuant to paragraph 8(g) above, the      implementation or rejection of that amendment, or |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | (ii)                                                                                                                                                                                                                                                                                                                                                                                    | in the case of a proposed amendment to      a part of the DCUSA specified pursuant to paragraph 8(g) above, a recommendation      to the Authority to approve or reject that amendment, |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | and that such votes shall      be compiled so that the Panel may take such steps as are necessary to facilitate      the implementation of any proposed amendment or (as the case may be) to      put forward a recommendation to the Authority.                                                                                                                                        |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| 13.                       | No amendment of the DCUSA      may be made unless:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                      | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | the parties to the DCUSA      have voted, pursuant to paragraph 12(f)(i), in favour of the amendment described      in the relevant amendment report; or                                                                                                                                                                                                                                |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
|                      | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | the Authority, having had      regard to the Applicable DCUSA Objectives, directs the licensee, in conjunction      with every other relevant electricity distributor, to amend the DCUSA in      such manner as is communicated in that direction following the provision      of a recommendation to the Authority by the parties to the DCUSA pursuant      to paragraph 12 (f)(ii). |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| **Part F: Other matters** |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| 14.                       | In relation to any industry      document to which it is a party or under which it holds rights in respect      of amendment, the licensee shall take all appropriate steps within its power,      and in accordance with the procedures applicable under or in relation to      that document, to secure and implement such changes to the document as are      necessary to give full and timely effect to, or are consequential upon,      any amendment of the DCUSA, and shall not take any steps to prevent or unduly      delay such changes. |
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                    |   |
| 15.                       | Without prejudice to Parts      B, C and E, the DCUSA must also provide for:                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |

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|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |
|--------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                       | (a)                                                                                                                                                                                                                                                                                                                                              | a copy of the DCUSA to be      supplied to any person requesting it, upon payment of an amount not exceeding      the reasonable costs of making and supplying such a copy;                                                                                                |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | (b)                                                                                                                                                                                                                                                                                                                                              | information about the operation      of any of the DCUSA arrangements to be supplied upon request to the Authority      and/or to be published by it or by the DCUSA Panel (having particular regard      to the provisions of section 105 of the Utilities Act 2000); and |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | (c)                                                                                                                                                                                                                                                                                                                                              | the DCUSA Panel to be able      to secure the compliance of any party to the DCUSA Accession Agreement with      any of the requirements of this paragraph.                                                                                                                |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
| **Part G: Termination of      agreements** |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
| 16.                                        | Without prejudice to any      accrued rights, liabilities or obligations subsisting under any agreement      for use of system to which the licensee is a party immediately before the      date of any direction given by the Authority under paragraph 2, each such      agreement shall cease to have effect from the date of that direction. |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
| **Part H: Interpretation**                 |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
| 17.                                        | In this condition, unless      the context otherwise requires:                                                                                                                                                                                                                                                                                   |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | "amendment" should      be construed in accordance with the meaning given to "modification"      in section 111 of the Act;                                                                                                                                                                                                  |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | "approval" means      approval in writing;                                                                                                                                                                                                                                                                                             |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | "direction" means      a direction given in writing (and includes an approval or a consent);                                                                                                                                                                                                                                           |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | "GB System Operator"      means National Grid Electricity Transmission plc in its capacity as operator      of the GB transmission system (as defined in standard condition A1 of the      transmission licence);                                                                                                                      |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | "industry documents"      means any of:                                                                                                                                                                                                                                                                                                |
|                                       |                                                                                                                                                                                                                                                                                                                                             |                                                                                                                                                                                                                                                                       |   |
|                                       | (a)                                                                                                                                                                                                                                                                                                                                              | the Balancing and Settlement      Code,                                                                                                                                                                                                                                    |
|                                       | (b)                                                                                                                                                                                                                                                                                                                                              | the Connection and Use of      System Code,                                                                                                                                                                                                                                |
|                                       | (c)                                                                                                                                                                                                                                                                                                                                              | the Distribution Code,                                                                                                                                                                                                                                                     |
|                                       | (d)                                                                                                                                                                                                                                                                                                                                              | the Grid Code,                                                                                                                                                                                                                                                             |
|                                       | (e)                                                                                                                                                                                                                                                                                                                                              | the Revenue Protection Code,                                                                                                                                                                                                                                               |
|                                       | (f)                                                                                                                                                                                                                                                                                                                                              | the System Operator Transmission      Owner Code,                                                                                                                                                                                                                          |

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|   |                                                                                                                                    |                                                                                                                                |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------|
|   | (g)                                                                                                                                     | the Master Registration Agreement,      and                                                                                         |
|   | (h)                                                                                                                                     | any other document designated      by the Authority for the purposes of paragraph 14 following consultation      with the licensee; |
|   |                                                                                                                                    |                                                                                                                                |   |
|   | "relevant electricity      distributor" means an electricity distributor in whose licence this      condition has effect; and |
|   |                                                                                                                                    |                                                                                                                                |   |
|   | "specified" means      specified in the DCUSA.                                                                                |

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