Exhibit B-5 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement, dated July 1, 2000 (this "Agreement"), is entered into by and between THE POTOMAC EDISON COMPANY, a corporation organized under the laws of Maryland and Virginia...Assignment and Assumption Agreement • July 28th, 2000 • Potomac Edison Co • Electric services • Maryland
byRegistration Rights Agreement • August 17th, 2005 • Potomac Edison Co • Electric services • New York
WITNESSETH:Merger Agreement • November 9th, 1995 • Potomac Edison Co • Electric services
BETWEENService Agreement • July 28th, 2000 • Potomac Edison Co • Electric services
TO JPMORGAN CHASE BANK, N.A., Corporate Trustee AND THOMAS J. FOLEY, Individual TrusteeSupplemental Indenture • August 17th, 2005 • Potomac Edison Co • Electric services • New York
Exhibit 10.6 EMPLOYMENT AGREEMENT (the "Agreement") made as of this 18th day of July, 2003 (the "Effective Date") between Allegheny Energy Service Corporation ("AESC") for itself and as agent for its parent, Allegheny Energy, Inc. ("AEI"), the...Employment Agreement • September 25th, 2003 • Potomac Edison Co • Electric services
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2002 • Potomac Edison Co • Electric services
THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of this __1st__ day of January, 2002 (the "Effective Date") between Allegheny Energy Service Corporation ("AESC") for itself and as agent for its parent, Allegheny Energy, Inc. ("AEI"), affiliates and subsidiaries of AESC and AEI, and any other corporation or entity an interest in which any time during the term of this Agreement is owned, directly or indirectly, by AESC, AEI, affiliates or subsidiaries of AESC and AEI, or any successors or assigns of any of the foregoing (the "AE Companies"), and _________(the "Executive"). The Executive and the AE Companies mutually desire to set forth in this Agreement the terms and conditions of their employment relationship currently and in the future. The execution and delivery of this Agreement have been duly authorized by the Board of Directors of AEI (the "Board"). NOW, THEREFORE, AESC and the Executive, for valuable consideration, the receipt and sufficiency of which is hereby acknowl
BETWEENFacilities Lease Agreement • October 12th, 2000 • Potomac Edison Co • Electric services • West Virginia
Allegheny Energy Service Corporation Greensburg, PA 15601Employment Agreement • March 11th, 2004 • Potomac Edison Co • Electric services
You and Allegheny Energy Service Corporation (“AESC”) for itself and as agent for its parent, Allegheny Energy, Inc. (“AEI”), the affiliates and subsidiaries of AESC and AEI, and any successors or assigns of any of the foregoing, entered into an Employment Agreement (the “Agreement”) dated as of July 3, 2003. Pursuant to Section 5(a)(i) of the Agreement, you were entitled to receive a grant of stock options for 550,000 shares of AEI Common Stock under the AEI Long-Term Incentive Plan on January 2, 2004, or an alternative adjustment to your compensation of equivalent value and opportunity if authorization of such stock options was not obtained under the Public Utilities Holding Company Act of 1935 (“PUHCA”) by such date. As you are aware, authorization of your stock option award under PUHCA was not obtained until February 10, 2004.
THE POTOMAC EDISON COMPANY DEBT SECURITIES STANDARD PURCHASE AGREEMENT PROVISIONS INCLUDING FORM OF PURCHASE AGREEMENT DEBT SECURITIES STANDARD PURCHASE AGREEMENT PROVISIONSPurchase Agreement • October 30th, 2001 • Potomac Edison Co • Electric services
From time to time the Company may enter into purchase agreements that provide for the sale of designated securities to the purchaser or purchasers named therein. The standard provisions set forth herein shall be incorporated by reference in such purchase agreement, a form of which is set forth in Schedule II attached hereto ("Purchase Agreement"). The Purchase Agreement, including the provisions incorporated therein by reference, is herein sometimes referred to as "this Agreement". Unless otherwise defined in Schedule I attached hereto, terms defined or set forth in the Purchase Agreement are used herein as therein defined. (a) Introductory. The Company proposes to issue and sell from time to time Debt Securities registered under the registration statements referred to in Section 2(a) (the "Securities"). The Securities will be issued under an Indenture (as defined in Schedule I attached hereto) and will have varying designations, interest rates and times of payment of any interest,
Allegheny Energy Service Corporation Greensburg, PA 15601Employment Agreement • March 11th, 2004 • Potomac Edison Co • Electric services
You and Allegheny Energy Service Corporation (“AESC”) for itself and as agent for its parent, Allegheny Energy, Inc. (“AEI”), the affiliates and subsidiaries of AESC and AEI, and any successors or assigns of any of the foregoing, entered into an Employment Agreement (the “Agreement”) dated as of July 18, 2003. Pursuant to Section 5(a)(i) of the Agreement, you were entitled to receive a grant of stock options for 300,000 shares of AEI Common Stock under the AEI Long-Term Incentive Plan on January 2, 2004, or stock appreciation rights or an alternative adjustment to your compensation of equivalent value and opportunity reasonably acceptable to you if authorization of such stock options was not obtained under the Public Utilities Holding Company Act of 1935 (“PUHCA”) by such date. As you are aware, authorization of your stock option award under PUHCA was not obtained until February 10, 2004.
ContractIndenture • November 6th, 2001 • Potomac Edison Co • Electric services
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
Allegheny Energy Service Corporation Greensburg, PA 15601Employment Agreement • March 11th, 2004 • Potomac Edison Co • Electric services
You and Allegheny Energy Service Corporation (“AESC”) for itself and as agent for its parent, Allegheny Energy, Inc. (“AEI”), the affiliates and subsidiaries of AESC and AEI, and any successors or assigns of any of the foregoing, entered into an Employment Agreement (the “Agreement”) dated as of August 6, 2003. Pursuant to Section 6(c) of the Agreement, we have agreed to provide you with an opportunity to participate in the Allegheny Power System Supplemental Executive Retirement Plan in lieu of the Pension Benefit defined and provided in said Section 6(c).
TONinety-Fifth Supplemental Indenture • November 19th, 1997 • Potomac Edison Co • Electric services
BY-LAWS of THE POTOMAC EDISON COMPANYBy-Laws • May 10th, 2005 • Potomac Edison Co • Electric services
THE POTOMAC EDISON COMPANY, THE BANK OF NEW YORK and BANK ONE TRUST COMPANY, N.A. First Supplemental Indenture Dated as of November 5, 2001 Supplement to Indenture of The Potomac Edison Company dated as of May 31, 1995First Supplemental Indenture • November 6th, 2001 • Potomac Edison Co • Electric services • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of November 5, 2001 (the "First Supplemental Indenture") to an Indenture, dated as of May 31, 1995, among The Potomac Edison Company (the "Company"), a Maryland and Virginia corporation, The Bank of New York (the "Original Trustee"), a New York banking corporation, and Bank One Trust Company, N.A. (the "Series Trustee"), a national banking association.
