SECTION OF TRUST INDENTURE ACT OF SECTION OF 1939, AS AMENDED AGREEMENT ---------------- ---------- 310(A)..................................................6.3 310(B).......................................6.3(c); 6.3(d)...Trust Agreement • December 22nd, 2000 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • Delaware
Exhibit 1 CONSOLIDATED NATURAL GAS COMPANY 2001 Series B 5.375% Senior Notes Due November 1, 2006 2001 Series C 6.250% Senior Notes Due November 1, 2011 UNDERWRITING AGREEMENTConsolidated Natural Gas Co/Va • October 23rd, 2001 • Natural gas transmisison & distribution
EXHIBIT 4.4 GUARANTEE AGREEMENT DATED AS OF __________, ____ BY AND BETWEENGuarantee Agreement • December 22nd, 2000 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
Medium-Term Notes Series A DISTRIBUTION AGREEMENT ---------- May 22, 2002Consolidated Natural Gas Co/Va • May 22nd, 2002 • Natural gas transmisison & distribution • New York
CONSOLIDATED NATURAL GAS COMPANY STANDARD PURCHASE AGREEMENT PROVISIONS - EQUITY SECURITIES INCLUDING FORM OF PURCHASE AGREEMENT CONSOLIDATED NATURAL GAS COMPANY STANDARD PURCHASE AGREEMENT PROVISIONS - EQUITY SECURITIES From time to time,...Consolidated Natural Gas Co • April 17th, 1997 • Natural gas transmisison & distribution • New York
andRights Agreement • January 24th, 1996 • Consolidated Natural Gas Co • Natural gas transmisison & distribution • Ohio
ARTICLE IRights Agreement • May 21st, 1999 • Consolidated Natural Gas Co • Natural gas transmisison & distribution
BY AND AMONGAgreement and Plan of Merger • September 10th, 2001 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
TABLE OF CONTENTS ----------------- PAGE ---- 1. OPERATION AND TERM OF AGREEMENT; CERTAIN DEFINITIONS 2Employment Agreement • March 15th, 1999 • Consolidated Natural Gas Co • Natural gas transmisison & distribution • Delaware
EXHIBIT 1.1 CONSOLIDATED NATURAL GAS COMPANY Senior Debt Securities UNDERWRITING AGREEMENTConsolidated Natural Gas Co/Va • December 22nd, 2000 • Natural gas transmisison & distribution • New York
CONSOLIDATED NATURAL GAS COMPANY MELLON BANK TRUST AGREEMENT TABLE OF CONTENTS Page ---- ARTICLE I: ESTABLISHMENT OF TRUST.......................................3 1.1 Trust......................................................3 1.2 Description of...Trust Agreement • March 25th, 1997 • Consolidated Natural Gas Co • Natural gas transmisison & distribution • Pennsylvania
INDENTURE Dated as of May 1, 1971 $40,000,000 principal amount 8 3/8% Debentures Due May 1, 1996 TABLE OF CONTENTSIndenture • January 25th, 2001 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution
DOMINION CNG CAPITAL TRUST I guaranteed by CONSOLIDATED NATURAL GAS COMPANYConsolidated Natural Gas Co/Va • October 16th, 2001 • Natural gas transmisison & distribution • New York
TRUST AGREEMENT OF CNG CAPITAL TRUST ITrust Agreement • December 22nd, 2000 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • Delaware
ARTICLE I GUARANTEE BY CNGExpenses and Liabilities • December 22nd, 2000 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • Virginia
Exhibit 4.6 CALCULATION AGENT AGREEMENT --------------------------- THIS AGREEMENT dated as of May 22, 2002 between CONSOLIDATED NATURAL GAS COMPANY (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond,...Calculation Agent Agreement • May 22nd, 2002 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
BETWEENConsolidated Natural Gas Co/Va • October 16th, 2001 • Natural gas transmisison & distribution • New York
CREDIT AGREEMENT among DOMINION RESOURCES, INC., CONSOLIDATED NATURAL GAS COMPANY, The Several Lenders from Time to Time Parties Hereto, WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent,...Credit Agreement • January 13th, 2006 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
CREDIT AGREEMENT (this “Credit Agreement”), dated as of January 11, 2006 among DOMINION RESOURCES, INC., a Virginia corporation, CONSOLIDATED NATURAL GAS COMPANY, a Delaware corporation (each of the above, individually, a “Borrower” and collectively, the “Borrowers”), the several banks and other financial institutions from time to time parties to this Credit Agreement (each a “Lender” and, collectively, the “Lenders”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”), JPMORGAN CHASE BANK, N.A., as Syndication Agent, and BARCLAYS BANK PLC, as Documentation Agent.
Exhibit 4.5 CONSOLIDATED NATURAL GAS COMPANY MEDIUM-TERM NOTES EXCHANGE RATE AGENT AGREEMENT AGREEMENT made as of May 22, 2002, between CONSOLIDATED NATURAL GAS COMPANY (the "Corporation") and Bank One Trust Company, National Association (in such...Agent Agreement • May 22nd, 2002 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
ARTICLE I _____ SERIES __ __% SENIOR NOTESConsolidated Natural Gas Co/Va • December 22nd, 2000 • Natural gas transmisison & distribution
CREDIT AGREEMENT among CONSOLIDATED NATURAL GAS COMPANY, The Several Lenders from Time to Time Parties Hereto, LEHMAN BROTHERS HOLDINGS INC., as Issuing Lender, and LEHMAN COMMERCIAL PAPER INC. as Administrative Agent, Dated as of August 31, 2005Credit Agreement • November 3rd, 2005 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
the several banks and other financial institutions from time to time parties to this Credit Agreement (each, a "Lender" and, collectively, the "Lenders");
CONSOLIDATED NATURAL GAS COMPANY $400,000,000 2004 Series A 5.0% Senior Notes Due 2014 UNDERWRITING AGREEMENT November 15, 2004Underwriting Agreement • November 16th, 2004 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution
CONSOLIDATED NATURAL GAS COMPANY ISSUER AND BANK ONE TRUST COMPANY, NATIONAL ASSOCIATION TRUSTEE INDENTUREConsolidated Natural Gas Co/Va • December 22nd, 2000 • Natural gas transmisison & distribution • New York
Exhibit A-4 TWENTIETH SUPPLEMENTAL INDENTURE (the "Twentieth Supplemental Indenture"), dated as of February __, 2001 between Consolidated Natural Gas Company, a Delaware corporation (including its predecessors by merger, the "Company"), and The Chase...Twentieth Supplemental Indenture • January 25th, 2001 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
LETTER OF CREDIT AGREEMENT among CONSOLIDATED NATURAL GAS COMPANY, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N. A., as Issuing Lender, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of August 30, 2005 PageLetter of Credit Agreement • November 3rd, 2005 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
the several banks and other financial institutions from time to time parties to this Credit Agreement (each, a "Lender" and, collectively, the "Lenders");
INDENTURE Between LOUIS DREYFUS NATURAL GAS CORP. and LASALLE NATIONAL BANK dated as of December 11, 1997Indenture • March 12th, 2002 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
INDENTURE dated as of December 11, 1997, between LOUIS DREYFUS NATURAL GAS CORP., an Oklahoma corporation (the “Company”), and LASALLE NATIONAL BANK, a national banking association (the “Trustee”).
Annex A--Agreement and Plan of Merger Amended and Restated AGREEMENT AND PLAN OF MERGER by and between DOMINION RESOURCES, INC. and CONSOLIDATED NATURAL GAS COMPANY Dated as of May 11, 1999Agreement and Plan of Merger • May 20th, 1999 • Consolidated Natural Gas Co • Natural gas transmisison & distribution • New York
October 25, 1995 Hope Gas, Inc. Attn: Mr. Gary A. Nicholas Bank One Center West, 6th Floor 2155. Third Street Clarksburg, West Virginia 26302-2668 RE: Hope Properties Letter of Intent to Purchase Gentlemen: CNG Producing Company ("CNGP") and Hope Gas,...Consolidated Natural Gas Co • December 8th, 1995 • Natural gas transmisison & distribution
1 Exhibit A-3 CONSOLIDATED NATURAL GAS COMPANY and SOCIETY NATIONAL BANK, Rights Agent RIGHTS AGREEMENT Dated as of , 199 TABLE OF CONTENTS _________________ Page RIGHTS AGREEMENT Section 1. Certain Definitions............................... 1 Section...Rights Agreement • November 14th, 1995 • Consolidated Natural Gas Co • Natural gas transmisison & distribution • Delaware
ContractTwentieth Supplemental Indenture • November 7th, 2003 • Consolidated Natural Gas Co/Va • Natural gas transmisison & distribution • New York
TWENTIETH SUPPLEMENTAL INDENTURE (the "Twentieth Supplemental Indenture"), dated as of March 19, 2001 between Consolidated Natural Gas Company, a Delaware corporation (including its predecessors by merger, the "Company"), and The Chase Manhattan Bank, a New York banking corporation, formerly known as Chemical Bank, successor by merger to Manufacturers Hanover Trust Company, as Trustee (the "Trustee"), to the Indenture between the Company and the Trustee, dated as of May 1, 1971, as amended or supplemented from time to time (the "Indenture").
1 EXHIBIT B-2 CONSOLIDATED NATURAL GAS COMPANY [COMMON] [CUMULATIVE PREFERRED] STOCK STANDARD PURCHASE AGREEMENT PROVISIONS INCLUDING FORM OF PURCHASE AGREEMENT 2 Exhibit ___ CONSOLIDATED NATURAL GAS COMPANY STANDARD PURCHASE AGREEMENT PROVISIONS --...Consolidated Natural Gas Co • November 13th, 1995 • Natural gas transmisison & distribution • New York
EXHIBIT D. Second Amendment to Agreement Pursuant to Rule 45 (c) ----------------------------------------------------- Under the Public Utility Holding Company Act of 1935 ---------------------------------------------------- WHEREAS, Consolidated...Consolidated Natural Gas Co • April 28th, 1999 • Natural gas transmisison & distribution
1 Exhibit B-1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER is dated as of _______________, 1996 (this "Agreement") between WEST OHIO GAS COMPANY, an Ohio corporation ("WOG"), and THE EAST OHIO GAS COMPANY, an Ohio corporation ("EOG")...B-1 Agreement and Plan of Merger • October 7th, 1996 • Consolidated Natural Gas Co • Natural gas transmisison & distribution
1 EXHIBIT A-1 October 18, 1996 American Gas Finance Company, L.L.C. c/o American Gas Association 1515 Wilson Boulevard Arlington, VA 22209-2469 Attention: Daniel L. Sanford Dear Mr. Sanford: The signed subscription agreement and investor certificate...Subscription Agreement • November 15th, 1996 • Consolidated Natural Gas Co • Natural gas transmisison & distribution
First Amendment to Agreement Pursuant to Rule 45 (c) ---------------------------------------------------- Under the Public Utility Holding Company Act of 1935 ---------------------------------------------------- WHEREAS, Consolidated Natural Gas...Consolidated Natural Gas Co • April 30th, 1997 • Natural gas transmisison & distribution
WHEREAS, Consolidated Natural Gas Company (hereinafter referred to as "Parent"), a corporation organized and existing under the laws of the State of Delaware, and its wholly owned subsidiary corporations whose names and respective states of incorporation are listed below, i.e.:
