ANDStock Purchase Agreement • February 15th, 2002 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledFebruary 15th, 2002 Company Industry Jurisdiction
ANDParticipation Agreement • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledMarch 9th, 2001 Company Industry
CONFORMED COPY GUARANTEE AGREEMENT THIS GUARANTEE AGREEMENT (the "Agreement"), dated August 7, 2000, by and between Dynegy Holdings, Inc., a Delaware corporation ("Guarantor"), Central Hudson Gas & Electric Corporation, a New York corporation...Guarantee Agreement • November 8th, 2000 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledNovember 8th, 2000 Company Industry Jurisdiction
EXHIBIT 10(i)92 AMENDED AND RESTATED CREDIT AGREEMENT AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 10, 2000 (as amended, supplemented or otherwise modified from time to time, this "AGREEMENT"), among CH ENERGY GROUP, INC., a corporation...Credit Agreement • August 11th, 2000 • Ch Energy Group Inc • Electric & other services combined • Illinois
Contract Type FiledAugust 11th, 2000 Company Industry Jurisdiction
Exhibit 10.1 [LOGO] JPMorgan CREDIT AGREEMENTCredit Agreement • August 9th, 2004 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledAugust 9th, 2004 Company Industry Jurisdiction
CREDIT AGREEMENT dated as of October 19, 2011 among CENTRAL HUDSON GAS & ELECTRIC CORPORATION The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent KEYBANK NATIONAL ASSOCIATION as Syndication AgentCredit Agreement • October 24th, 2011 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledOctober 24th, 2011 Company Industry JurisdictionCREDIT AGREEMENT (this “Agreement”) dated as of October 19, 2011 among CENTRAL HUDSON GAS & ELECTRIC CORPORATION , the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, KEYBANK NATIONAL ASSOCIATION, as Syndication Agent and HSBC BANK USA, NATIONAL ASSOCIATION, as Documentation Agent.
ANDCredit Agreement • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledMarch 9th, 2001 Company Industry Jurisdiction
Exhibit (10) (i) 80 PRODUCER - CUSTOMER NMP - 2 POWER PURCHASE AGREEMENT This Power Purchase Agreement (this "Agreement"), dated as of December 11, 2000 by and between Constellation Nuclear, LLC, ("PRODUCER"), a Maryland limited liability company with...Power Purchase Agreement • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledMarch 9th, 2001 Company Industry Jurisdiction
Exhibit (10) (i) 79 ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT, dated as of December 11, 2000, by and among Niagara Mohawk Power Corporation, a New York corporation ("NMPC"), New York State Electric & Gas Corporation, a New York corporation...Asset Purchase Agreement • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledMarch 9th, 2001 Company Industry Jurisdiction
AGREEMENT AND PLAN OF MERGER among FORTISUS INC., CASCADE ACQUISITION SUB INC., FORTIS INC. And CH ENERGY GROUP, INC. Dated as of February 20, 2012Merger Agreement • February 21st, 2012 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledFebruary 21st, 2012 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER, dated as of February 20, 2012 (this “Agreement”), by and among FortisUS Inc., a Delaware corporation (“Parent”), Cascade Acquisition Sub Inc., a New York corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), CH Energy Group, Inc., a New York corporation (the “Company”), and, solely for the purposes of Sections 5.3(b), 5.5(a) and 8.15, Fortis Inc., a corporation incorporated under the Corporations Act of Newfoundland and Labrador (“Ultimate Parent”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
EXHIBIT 10 (iii) 24 ASSIGNMENT AND ASSUMPTION EMPLOYMENT AGREEMENT WITH PAUL J. GANCI Reference is made to the employment agreement ("Agreement") between Paul J. Ganci and Central Hudson Gas & Electric Corporation ("Central Hudson"). Central Hudson...Assignment and Assumption • March 1st, 2000 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledMarch 1st, 2000 Company IndustryReference is made to the employment agreement ("Agreement") between Paul J. Ganci and Central Hudson Gas & Electric Corporation ("Central Hudson"). Central Hudson ("hereinafter 'Assignor') hereby assigns its Agreement with Paul J. Ganci, pursuant to authorization of its Board of Directors by action taken on January 28, 2000, in the form attached hereto, to CH Energy Group, Inc. ("Assignee").
EXHIBIT (10)(iii)19 TRUST AGREEMENT by and between Central Gas & Electric CorporationTrust Agreement • February 15th, 2002 • Ch Energy Group Inc • Electric & other services combined • Connecticut
Contract Type FiledFebruary 15th, 2002 Company Industry Jurisdiction
Exhibit (10) (i) 63 This PARTICIPATION AGREEMENT, dated as of June 1, 1977, between the New York State Energy Research and Development Authority, a body corporate and politic, constituting a public benefit corporation, established and existing under...Participation Agreement • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledMarch 9th, 2001 Company Industry Jurisdiction
RECITALSGuaranty Agreement • January 24th, 2008 • Ch Energy Group Inc • Electric & other services combined • Maryland
Contract Type FiledJanuary 24th, 2008 Company Industry Jurisdiction
ARTICLE I TERM OF AGREEMENTAgreement for the Sale and Purchase of Coal • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledMarch 9th, 2001 Company Industry
FIRST AMENDMENTCredit Agreement • March 1st, 2000 • Ch Energy Group Inc • Electric & other services combined • Illinois
Contract Type FiledMarch 1st, 2000 Company Industry Jurisdiction
EXHIBIT 10 (iii) 26 CH ENERGY GROUP, INC. DIRECTORS AND EXECUTIVES DEFERRED COMPENSATION PLAN TRUST AGREEMENTDeferred Compensation Plan Trust Agreement • March 1st, 2000 • Ch Energy Group Inc • Electric & other services combined • California
Contract Type FiledMarch 1st, 2000 Company Industry Jurisdiction
EXECUTION VERSIONConfirmation • November 9th, 2011 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledNovember 9th, 2011 Company Industry JurisdictionThis Pricing Supplement is subject to the Confirmation dated as of August 16, 2011 (the “Confirmation”) between J.P. Morgan Securities LLC, as agent for JPMorgan Chase Bank, National Association, London Branch (the “Seller”), and CH Energy Group, Inc., a New York corporation (the “Purchaser”). Capitalized terms used herein have the meanings set forth in the Confirmation.
Exhibit 10(iii)(36) EMPLOYMENT AGREEMENT AGREEMENT by and between CH Energy Group Inc. ("Energy Group"), a New York corporation, and ----------------- (the "Executive"), dated as of the ----- day of ---------, 2005. The Board of Directors of Energy...Employment Agreement • June 2nd, 2005 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledJune 2nd, 2005 Company Industry Jurisdiction
Exhibit Index Exhibit No. Description 10(iii)(34) Employment Agreement, as amended, for the Chief Executive Officer 10(iii)(35) Employment Agreement, as amended, for the three most senior executives (after Chief Executive Officer) 10(iii)(36)...Employment Agreement • June 2nd, 2005 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledJune 2nd, 2005 Company Industry
EMPLOYMENT AGREEMENTEmployment Agreement • February 10th, 2010 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledFebruary 10th, 2010 Company Industry JurisdictionAGREEMENT by and between CH Energy Group Inc. ("Energy Group"), a New York corporation, and James P. Laurito (the "Executive"), dated as of the 16th day of November, 2009.
EXHIBIT (10)(iii)21 SUPPLEMENTAL PARTICIPATION AGREEMENT A Participation Agreement made and entered into this 1st day of October, 2001, between Central Hudson Enterprises Corporation (hereinafter referred to as the "Participating Employer"), Central...Supplemental Participation Agreement • February 15th, 2002 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledFebruary 15th, 2002 Company Industry
SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 24th, 2012 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledOctober 24th, 2012 Company Industry JurisdictionAnnex I Schedule 7.1 Schedule 9.3 Schedule 9.6 Exhibit A-1 Exhibit A-2 Exhibit B-1 Exhibit B-2 Exhibit C Exhibit D Exhibit E - - - - - - - - - - - Lenders, Commitments and Notice Addresses Subsidiaries Permitted Liens Transactions with Affiliates Revolving Note Swing Line Note Notice of Borrowing, Continuation or Conversion Letter of Credit Request Compliance Certificate Closing Certificate Assignment Agreement
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 4th, 2009 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledMay 4th, 2009 Company Industry JurisdictionTHIS AGREEMENT is made this ___ day of ____________, 2009 between CENTRAL HUDSON ENTERPRISES CORPORATION, a New York corporation (the “Company”), and ________________ (the “Officer”).
CH ENERGY GROUP, INC. LONG-TERM EQUITY INCENTIVE PLAN PERFORMANCE SHARES AGREEMENTPerformance Shares Agreement • February 11th, 2010 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledFebruary 11th, 2010 Company Industry JurisdictionCH Energy Group, Inc., a New York corporation (the "Company"), grants to the Grantee named below, in accordance with the terms of the CH Energy Group, Inc. Long-Term Equity Incentive Plan (the "LTI Plan") and this Performance Shares Agreement (the "Agreement"), the following number of Performance Shares, on the Date of Grant set forth below:
CH ENERGY GROUP, INC.Assignment and Assumption of Employment Agreements • March 1st, 2000 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledMarch 1st, 2000 Company IndustryReference is made to the employment agreements ("Agreements") between the individuals listed on Annex A hereto and Central Hudson Gas & Electric Corporation ("Central Hudson"). Central Hudson ("hereinafter 'Assignor') hereby assigns such Agreements, pursuant to authorization of its Board of Directors by action taken on January 28, 2000, in the form attached hereto, to CH Energy Group, Inc. ("Assignee").
Exhibit 10 (i) 81 PRODUCER - CUSTOMER NMP-2 REVENUE SHARING AGREEMENT This Revenue Sharing Agreement ("Agreement"), dated as of the 11th day of December, 2000, by and between Constellation Nuclear, LLC, ("PRODUCER"), a Maryland limited liability...Revenue Sharing Agreement • March 9th, 2001 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledMarch 9th, 2001 Company Industry Jurisdiction
Exhibit 1 AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 20th, 2006 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledDecember 20th, 2006 Company Industry
CH ENERGY GROUP, INC. DIRECTORS AND EXECUTIVES DEFERRED COMPENSATION PLAN TRUST AGREEMENT As Amended and Restated Effective December 31, 2011Deferred Compensation Plan Trust Agreement • February 16th, 2012 • Ch Energy Group Inc • Electric & other services combined • California
Contract Type FiledFebruary 16th, 2012 Company Industry JurisdictionThis Trust Agreement, initially made and entered into as of this 1st day of January, 2000, by and between CH ENERGY GROUP, INC. (hereinafter called the "Company") and FIRST AMERICAN TRUST (hereinafter called "Trustee") and amended and restated effective December 31, 2011, evidences the terms of a trust for the benefit of members of the Board of Directors of Company, certain employees, former employees and their designated beneficiaries (hereinafter collectively called "Trust Beneficiaries") who will be entitled to receive benefits under the CH Energy Group, Inc. Directors and Executives Deferred Compensation Plan ("Plan").
July 3, 2001 Power Marketing Central Hudson Gas & Electric Corporation 284 South Avenue Poughkeepsie, New York 12601 Mr. Andrew Grams Dynegy Marketing and Trade 1000 Louisiana, Suite 5800 Houston, Texas 77002 Dear Drew: As we discussed Central Hudson...Contract for Differences • February 15th, 2002 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledFebruary 15th, 2002 Company IndustryThis will allow both Central Hudson and Dynegy to explore the merits of a financial settlement for the TPA. Prices for this settlement will be based on those previously agreed to in The Transitional Power Agreement. If for any reason either party, Dynegy or Central Hudson, wishes to end this temporary agreement and return to a physical delivery such a change will be effective the first day of the next month. Notification of returning to a physical transaction would be made two working days prior to the start of the month.
RECITALS: ---------Credit Agreement • April 29th, 2005 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledApril 29th, 2005 Company Industry Jurisdiction
GUARANTY AGREEMENTGuaranty Agreement • April 20th, 2009 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledApril 20th, 2009 Company Industry JurisdictionThis GUARANTY AGREEMENT dated as of April 17, 2009 (the or this “Guaranty”) is entered into by Central Hudson Enterprises Corporation, a New York corporation (the “Guarantor”).
AMENDMENT NO. 1 Dated as of September 25, 2012 to CREDIT AGREEMENT Dated as of October 19, 2011Credit Agreement • November 9th, 2012 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledNovember 9th, 2012 Company Industry JurisdictionTHIS AMENDMENT NO. 1 (this "Amendment") is made as of September 25, 2012 by and among Central Hudson Gas & Electric Corporation, a New York corporation (the "Borrower"), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, N.A., as Administrative Agent (the "Administrative Agent"), under that certain Credit Agreement dated as of October 19, 2011 by and among the Borrower, the Lenders and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
FORM OFPerformance Shares Agreement • April 28th, 2006 • Ch Energy Group Inc • Electric & other services combined • New York
Contract Type FiledApril 28th, 2006 Company Industry Jurisdiction
Fortis and Central Hudson File Settlement AgreementSettlement Agreement • January 28th, 2013 • Ch Energy Group Inc • Electric & other services combined
Contract Type FiledJanuary 28th, 2013 Company Industry(ALBANY, NY) Nearly $50 million to fund customer and community benefits, plus a one-year electric and natural gas customer delivery rate freeze, and customer protections, including the continuation of Central Hudson Gas & Electric Corporation ("Central Hudson") as a stand-alone utility company, are cornerstones of a settlement of all issues among the signatories (the "Settlement Agreement") filed with the New York State Public Service Commission (the "Commission") regarding the acquisition of Central Hudson, the utility subsidiary of CH Energy Group, Inc. ("CH Energy Group") (NYSE:CHG), by Fortis Inc. ("Fortis") (TSX:FTS). Other signatory parties to the Settlement Agreement are the Staff of the New York State Department of Public Service, Multiple Intervenors and the Utility Intervention Unit of the New York State Department of State. The Settlement Agreement indicates that the acquisition is in the public interest pursuant to New York State Public Service Law, Section 70, and therefor