Partner Litigation, Energy B.A., University of Alabama J.D., University of Alabama

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1 Partner Litigation, Energy B.A., University of Alabama J.D., University of Alabama Amy Baird represents clients in the energy industry. She does complex commercial and mass toxic tort litigation for those clients, along with regulatory, transactional and project acquisition work for clients in Texas, Louisiana, Arkansas and Mississippi. Ms. Baird s experience includes the legal representation of interstate and intrastate natural gas pipelines, liquids and crude oil pipelines, natural gas gatherers, natural gas processors, gas marketers, natural gas storage operators, oil and gas producers, electric utilities, merchant power plants, power marketers, local distribution companies, municipally-owned gas and power distributors, industrial gas and power users, alumina and chemical manufacturers; gathering facilities, cogeneration facilities, utility regulators, and telecommunications clients. Before joining Jackson Walker, Ms. Baird was a partner at Lemle & Kelleher, L.L.P. Prior to joining private practice, Ms. Baird served as in-house counsel for Southern Natural Gas Company in Birmingham, Alabama. REPRESENTATIVE EXPERIENCE Litigation Represented a Louisiana intrastate natural gas pipeline in In Re: September 25, 1996 Chemical Exposure, a mass tort litigation against an intrastate pipeline, consisting of approximately 100 lawsuits covering over 2,000 individual plaintiffs who allegedly were exposed to mustard agents, along with related property damage claims, seeking approximately $700 million Counsel for Kaiser in Carl Bell, et al v. Kaiser Aluminum & Chemical Corporation, a mass toxic tort litigation involving approximately 80 class action lawsuits with over 20,000 plaintiffs claiming personal injury as a result of the explosion of an alumina plant, along with related property damage claims

2 Represented a Louisiana intrastate natural gas pipeline in The Daily Advertiser, et al v. TransLa, Louisiana Intrastate Gas, et al, 612 So.2d 7 (La. 1993), a $250 million class action against an intrastate pipeline involving state antitrust, tort and breach of contract claims for an alleged conspiracy to overcharge ratepayers for natural gas Represented a natural gas storage operator in Jefferson Island v. State of Louisiana, a breach of contract suit over a natural gas storage cavern involving multi-million dollar claims for damages and the interpretation of mineral and natural gas storage leases In Wärtsilä North America, Inc v. DCP Mobile Bay Processing, L.L.C., defended a gas processing plant in a breach of contract suit over the supply and maintenance of certain proprietary equipment used in the Plant Represented an oil and gas producer in In the Matter of the Complaint of Crosby Tugs, LLC et al and Gisclair v. BP Corporation, Murphy Oil USA, et al, a suit involving the release of oil from an oil pipeline and associated multi-million-dollar claims for property damage, environmental cleanup costs and alleged economic damage to shrimpers and fishermen In Eagle Rock Acquisition Partnership, L.P. v. Tristream East Texas, LLC and Tristream Energy, LLC; defended a high-sulphur gas processing plant in a breach of contract suit over the shutdown of the plant, including claims of reservoir and property damage Represented a Texas intrastate natural gas pipeline in Oasis Pipeline v. Guadalupe Power Partners, a multi-million dollar suit involving the transportation of natural gas by a Texas intrastate pipeline to a merchant power plant Represented an interstate natural gas pipeline in Transwestern Pipeline v. Calpine, a suit over the settlement of a multi-million dollar bankruptcy claim Defended a pipe manufacturer in a breach of contract suit over the delivery of allegedly defective pipe for a trans-continental oil pipeline Represented a merchant power plant in Texas Commercial Energy v. TXU, et al., a Texas antitrust suit involving alleged antitrust violations relating to sales of power by merchant power plants Represented a chemical manufacturer in Borden Chemicals & Plastics v. United States Environmental Protection Agency, one of the largest RCRA corrective action suits filed by the EPA Special counsel to the Louisiana Public Service Commission in Linda Delaney, et al v. Entergy Louisiana, Inc., et al, a suit involving alleged antitrust violations relating to Entergy Louisiana s fuel adjustment clause filings and affiliate transactions, seeking in excess of $400 million in damages

3 Represented an oil and gas producer in Murphy Oil USA, Inc. v. BP Amoco Corporation, a suit involving commercial disputes over the sale of an oil pipeline Represented an oil and gas producer in Little Lake v. Murphy, and Rigolets Limited Partnership v. Murphy, related suits involving multimillion-dollar claims of damage to a pipeline right-of-way and seeking restoration Special counsel to the New Orleans City Council in Gordon, et al v. Entergy New Orleans, et al, a complaint against Entergy New Orleans involving claims for an alleged conspiracy to overcharge ratepayers for electric power purchases, seeking tens of millions of dollars in refunds Special counsel to the Louisiana Public Service Commission in In re: An Examination of the effects of the contract between Entergy Louisiana and Catalyst Old River Hydroelectric Limited Partnership on the ratepayers of Louisiana Represented an interstate natural gas pipeline in ARCO v. Southern Natural Gas Co., a multi-billion dollar suit against an intrastate pipeline involving the explosion of a natural gas production platform and consequent alleged oil and gas reservoir damage, personal injury and property damage Counsel in personal injury suits involving alleged exposures to natural gas Counsel in other lawsuits involving breach of contract; oil and gas reservoir damage; breach of take-or-pay obligations; gathering; bypass; market value royalty; antitrust; fuel charges for electric compression; environmental issues; breach of interconnect obligations; and right-of-way disputes; and some state and local tax litigation on behalf of pipelines, and processors Transactional and Regulatory Work: Counsel for the development, construction, permitting and sale of multiple natural gas storage caverns in Louisiana, Texas and Mississippi, including both NGA 7(c) and intrastate facilities. Work has included the acquisition of surface and subsurface rights by negotiation or condemnation, structuring of the business to comply with applicable regulatory structures, obtaining state and federal permits and certificates necessary to construct and operate the facilities, drafting precedent, storage, interconnect, transportation and related agreements, and the financing and sale of the assets Counsel for the development, construction, permitting and operation of natural gas, liquids, oil and condensate pipeline systems, including interstate and intrastate and gathering facilities. Recent representative transactions include (i) the construction and build-out of a 400-mile gas pipeline system in the Haynesville Shale, Louisiana, (ii) the construction and

4 build-out of a 451-mile condensate and natural gas pipeline system in the Eagle Ford Shale; and (iii) the construction and build-out of condensate, natural gas liquids, and natural gas pipeline system and associated processing facilities in the Utica, Marcellus, Bakken, Permian and Niobrara shale plays. Work included acquisition of surface rights, drafting construction and gathering agreements, preparation of applicable tariffs, obtaining applicable permits from state and federal regulatory agencies, and structuring of operations to comply with applicable requirements. Counsel for the purchase and sale of producing properties, interstate and intrastate natural gas pipelines, natural gas gathering systems, natural gas processing facilities, merchant power generation facilities, and crude oil and liquids pipeline facilities. Recent representative transactions include (i) representing a major midstream venture in the purchase of gathering and pipeline systems, processing plants and other plant facilities in six (6) shale gas fields (transaction value: approx. $3 billion); (ii) representing a gas producer and pipeline operator in the disposition of leasehold working interests in a major shale gas field, together with associated gathering and other pipeline systems, transportation rights and plant facilities (transaction value: approx. $650 million); (iii) represented a natural gas pipeline operator in the disposition of major gathering and other pipeline systems, transportation rights and plant facilities in a shale field (transaction value: approx. $1 billion); (iv) represented a natural gas pipeline operator in the acquisition via dropdown of a gathering pipeline system, transportation rights and plant facilities in a shale field (transaction value: approx. $550 million); (v) represented a natural gas pipeline in the disposition of major natural gas and condensate pipeline assets (transaction value: approx. $800 million); (vi) represented a midstream natural gas service provider and publicly-traded master limited partnership in the acquisition of the midstream natural gas and condensate assets of a publicly-traded producer in the Eagle Ford Shale Field area involving pipelines and related assets in three South Texas counties in a transaction valued in excess of $25 million. Jackson Walker was active in all aspects of the transaction, including the structuring and drafting of the purchase and sale agreement, the condensate and gas gathering and transportation agreements, technical service agreements, the documents of transfer, and all ancillary agreements and certificates Counsel for the construction, permitting, purchase and sale of offshore producing platforms and associated oil and gas pipelines Counsel for the negotiation and drafting of natural gas sales, purchase, processing, storage and transportation and exchange agreements; crude oil and condensate transportation, purchase and sale agreements; lease, right-of-way and operating agreements; pipeline construction agreements and interconnect and capacity lease agreements

5 Developed tariffs filed at the FERC, the Texas Railroad Commission and the Louisiana Public Service Commission on behalf of gas, oil and liquids pipelines, and natural gas storage facilities Counsel in numerous rate cases, rate-related proceedings and other regulatory matters before the Federal Energy Regulatory Commission, the Louisiana Public Service Commission, the Texas Railroad Commission, the City of New Orleans, the Arkansas Public Service Commission, the Texas Public Utilities Commission and the Louisiana Department of Natural Resources, including petitions for cost-based and market-based rates, petitions for declaratory judgments and complaints on electric and gas matters, representing natural gas pipelines, oil pipelines, natural gas storage facilities, merchant power plants, power marketers and independent oil and gas producers Counsel for clients in interstate and intrastate pipeline proceedings before the Federal Energy Regulatory Commission Counsel for liquids and crude oil pipelines before the Federal Energy Regulatory, Commission and the Louisiana Public Service Commission Counsel for gas and liquids pipelines and storage facilities before the Texas Railroad Commission, the Texas Railroad Commission, and the Louisiana Department of Natural Resources MEMBERSHIPS Ms. Baird is a member of: Energy Bar Association, Houston chapter American Bar Association Energy Litigation Section Houston Bar Association Louisiana State Bar Association New Orleans Bar Association Alabama Bar Association Federal Energy Bar Association Natural Gas Association Gas Processors Association Association of Women Attorneys Women s Business Owners Association Louisiana Association of Defense Counsel

6 COMMUNITY INVOLVEMENT Ms. Baird is past President of Women s Republican Club of New Orleans and volunteered at Good Shepherd Nativity Mission School. She also served on the Children s Hospital Development Committee and the New Orleans Metropolitan Area Committee. ADMITTED Alabama Louisiana Texas Louisiana Supreme Court United States District Courts for the Eastern, Western and Middle Districts of Louisiana United States District Courts for the Northern and Southern Districts of Alabama United States District Court for the Southern District of Texas United States Court of Appeals - Fifth, Tenth and Eleventh Circuits EDUCATION Ms. Baird received her B.A. degree, with honors, and her J.D. degree from the University of Alabama, where she received the American Jurisprudence Award. While in law school., Ms. Baird was a member of the Trial Advocacy Association and the Outstanding Young Women of America. She was also a member of the Phi Alpha Theta, Alpha Lambda Delta, Phi Eta Sigma, and Pi Sigma Alpha honorary academic societies. PUBLICATIONS & SPEAKING ENGAGEMENTS Ms. Baird has presented or published the following: Update on the Regulations of Intrastate Pipelines and Gas Gatherers in Texas, published by 6th Annual Gas & Power Institute (2007, with Amy Vazquez) Utility Litigation Success Stories (2000); AEGIS Insurance Services, Inc. - Roundtable 2000 Seminars Moving Released Gas to Market: Abandonment Mechanisms, published in Natural Gas (1989) The Basics of Natural Gas Contracting, published by Executive Enterprises, Inc. (1988, 1989) Producers: Their Business and Regulation, published by Executive Enterprises, Inc. (1988, 1989) U.S. Producers: Their Business and Regulation (1989); Understanding the U.S. Natural Gas Industry

7 Producers: Their Business and Regulation and The Basics of Gas Contracting ( ); Today s Natural Gas Industry - A Survey Course on the Industry and its Regulation in the New Competitive Era