Section 1.1. The Merger A-1 Section 1.2. Effective Time A-1 Section 1.3. Effect of the Merger A-1 Section 1.4. Subsequent Actions A-1 Section 1.5. Articles of Incorporation; By-Laws; Officers and Directors A-2Merger Agreement • January 11th, 2000 • Midamerican Energy Co • Electric services • Iowa
SIXTH SUPPLEMENTAL INDENTURE MIDAMERICAN ENERGY COMPANYSupplemental Indenture • March 11th, 1996 • Midamerican Energy Co
EXHIBIT 1.1 MIDAMERICAN ENERGY COMPANY MEDIUM-TERM NOTES DUE NOT LESS THAN [__] MONTHS FROM DATE OF ISSUE DISTRIBUTION AGREEMENTDistribution Agreement • May 16th, 2006 • Midamerican Energy Co • Electric services • New York
EXHIBIT 10.37 MIDAMERICAN ENERGY COMPANY INDEMNITY AGREEMENTIndemnification Agreement • March 11th, 1996 • Midamerican Energy Co • Iowa
EXHIBIT 10.3 MIDAMERICAN ENERGY HOLDINGS COMPANY P.O. BOX 657 DES MOINES, IA 50303-0657 January 24, 1996 Mr. Stanley J. Bright 666 Grand Avenue P.O. Box 657 Des Moines, IA 50303-0657 Dear Mr. Bright: Pursuant to the Agreement and Plan of Exchange...Exchange Agreement • March 28th, 1997 • Midamerican Energy Co • Electric services • Iowa
EXHIBIT 2 AGREEMENT AND PLAN OF EXCHANGE THIS AGREEMENT AND PLAN OF EXCHANGE ("Agreement"), dated as of January 24, 1996, is between MidAmerican Energy Company, an Iowa corporation ("MidAmerican" or "Company"), the company whose shares will be...Share Exchange Agreement • March 11th, 1996 • Midamerican Energy Co
ANDIndenture • February 4th, 2004 • Midamerican Energy Co • Electric services • New York
ANDIndenture • May 16th, 2006 • Midamerican Energy Co • Electric services • New York
EXHIBIT 10.2 MIDAMERICAN ENERGY HOLDINGS COMPANY INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT, effective as of December 1, 1996, between MidAmerican Energy Holdings Company, an Iowa corporation ("Corporation"), and ("Indemnitee"). WITNESSETH: WHEREAS,...Indemnification & Liability • March 28th, 1997 • Midamerican Energy Co • Electric services • Iowa
MIDAMERICAN ENERGY COMPANY AND THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee Indenture Dated as of October 1, 2006 Senior Debt SecuritiesIndenture • November 3rd, 2006 • Midamerican Energy Co • Electric services • New York
INDENTURE, dated as of October 1, 2006, between MIDAMERICAN ENERGY COMPANY, a corporation duly organized and existing under the laws of the State of Iowa (herein called the “Company”), having its principal office at 666 Grand Avenue, Des Moines, Iowa 50303, and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States, as Trustee (herein called the “Trustee”), having its Corporate Trust Office at 2 N. LaSalle Street, Suite 1020, Chicago, Illinois 60602.
ANDIndenture • May 16th, 2006 • Midamerican Energy Co • Electric services • New York
SUPPLEMENTAL TO GENERAL MORTGAGE INDENTURE AND DEED OF TRUST DATED AS OF MARCH 1, 1947 OF IOWA-ILLINOIS GAS AND ELECTRIC COMPANYSupplemental Indenture • March 11th, 1996 • Midamerican Energy Co
SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 5th, 2024 • Midamerican Energy Co • Electric services • New York
This Agreement amends and restates in its entirety the Fourth Amended and Restated Credit Agreement, dated as of June 30, 2021, by and among the Borrower, Wells Fargo Bank, as administrative agent, and the existing lenders party thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Existing Credit Agreement”).
FORM OF DISTRIBUTION AGREEMENTDistribution Agreement • January 31st, 2002 • Midamerican Energy Co • Electric services • New York
U.S. $800,000,000 CREDIT AGREEMENT Dated as of January 3, 2023 Among PACIFICORP as the Borrower THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and PNC BANK, NATIONAL ASSOCIATION as Administrative AgentCredit Agreement • February 27th, 2023 • Midamerican Energy Co • Electric services • New York
EXHIBIT C-1 --------------- Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)
FISCAL AGENCY AGREEMENT BetweenFiscal Agency Agreement • February 26th, 2024 • Midamerican Energy Co • Electric services • New York
FISCAL AGENCY AGREEMENT (this “Agreement”), dated as of January 31, 2024, between NORTHERN NATURAL GAS COMPANY, a corporation duly organized under the laws of the State of Delaware (the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as Fiscal Agent (as defined in Section 2 hereof).
ContractCredit Agreement • May 6th, 2024 • Midamerican Energy Co • Electric services • Alberta
Certain identified information has been excluded from this exhibit because it is both not material and is the type of information that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”.
SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 5th, 2024 • Midamerican Energy Co • Electric services • New York
This Agreement amends and restates in its entirety the Second Amended and Restated Credit Agreement dated as of June 30, 2021, by and among the Borrower, MUFG Bank, Ltd., as administrative agent and the lenders party thereto from time to time (as amended, restated, supplemented or otherwise modified from time to time, the “Existing Credit Agreement”).
Senior Debt Securities Reconciliation and tie between Trust Indenture Act of 1939 (the “Trust Indenture Act”) and IndentureIndenture Agreement • August 9th, 2021 • Midamerican Energy Co • Electric services • New York
INDENTURE, dated as of June 30, 2021 (this “Indenture”), between EASTERN GAS TRANSMISSION AND STORAGE, INC., a Delaware Corporation (hereinafter called the “Company”), having its principal executive office located at 6603 West Broad Street, Richmond, Virginia 23230 and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a Delaware banking corporation (hereinafter called the “Trustee”), having its Corporate Trust Office located at 2 North LaSalle Street, Suite 700, Chicago, Illinois 60602.
U.S. $900,000,000 364-DAY CREDIT AGREEMENT Dated as of June 28, 2024 Among PACIFICORP as the Borrower THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and JPMORGAN CHASE BANK, N.A. as Administrative Agent364-Day Credit Agreement • August 5th, 2024 • Midamerican Energy Co • Electric services • New York
EXHIBIT C-1 --------------- Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)
EXHIBIT 10.4 MIDAMERICAN ENERGY HOLDINGS COMPANY P.O. BOX 657 DES MOINES, IA 50303-0657 January 24, 1996 Mr. Russell E. Christiansen 666 Grand Avenue P.O. Box 657 Des Moines, IA 50303-0657 Dear Mr. Christiansen: Pursuant to the Agreement and Plan of...Exchange Agreement • March 28th, 1997 • Midamerican Energy Co • Electric services • Iowa
AMENDED AND RESTATED INTER-COMPANY CREDIT AGREEMENT BY AND BETWEEN EASTERN GAS TRANSMISSION AND STORAGE, INC. AND EASTERN ENERGY GAS HOLDINGS, LLC Dated Effective as of March 1, 2023Inter-Company Credit Agreement • May 8th, 2023 • Midamerican Energy Co • Electric services • Virginia
This Amended and Restated Inter-Company Credit Agreement (this “Agreement”), dated effective as of March 1, 2023, by and between EASTERN GAS TRANSMISSION AND STORAGE, INC. (“EGTS”), a Delaware corporation, and EASTERN ENERGY GAS HOLDINGS, LLC (“EEGH”), a Virginia limited liability company (each of EGTS and EEGH referred to as a “party,” and collectively, the “parties”), establishes the terms and conditions agreed to by and between the parties.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • August 9th, 2021 • Midamerican Energy Co • Electric services
Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Transfer Agent, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Transfer Agent in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended.
INTER-COMPANY CREDIT AGREEMENTInter-Company Credit Agreement • February 26th, 2024 • Midamerican Energy Co • Electric services • Virginia
This Amended and Restated Inter-Company Credit Agreement (this "Agreement"), dated effective as of November 15, 2022, by and between EASTERN ENERGY GAS HOLDINGS, LLC ("EEGH"), Virginia limited liability company, and BHE GT&S, LLC ("BHEGTS"), a Delaware limited liability company (each of EEGH and BHEGTS referred to as a "party," and collectively, the "parties"), establishes the terms and conditions agreed to by and between the parties.
INTERCREDITOR AND COLLATERAL TRUST AGREEMENTIntercreditor and Collateral Trust Agreement • August 28th, 2013 • Midamerican Energy Co • Electric services • New York
INTERCREDITOR AND COLLATERAL TRUST AGREEMENT, dated as of , 2013 (this “Agreement”), among MIDAMERICAN ENERGY COMPANY, an Iowa corporation (together with any successor or assignee, the “Company”); THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a banking association organized and existing under the laws of the United States of America, as Trustee under the Mortgage Bond Indenture referred to below; and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a banking association organized and existing under the laws of the United States of America, as collateral trustee (in such capacity, together with its successors in such capacity, the “Collateral Trustee”) for the Secured Parties (as defined below).
AMENDMENT NUMBER 5 TO THE POWER SALES CONTRACT BETWEEN MIDAMERICAN ENERGY COMPANY AND NEBRASKA PUBLIC POWER DISTRICTPower Sales Contract • November 13th, 1997 • Midamerican Energy Co • Electric services
THIRD AMENDING AGREEMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 15, 2021 ALTALINK INVESTMENT MANAGEMENT LTD., in its capacity as general partner of ALTALINK INVESTMENTS, L.P., as Borrower, - and - ALTALINK INVESTMENT...Credit Agreement • February 28th, 2022 • Midamerican Energy Co • Electric services • Alberta
THIRD AMENDING AGREEMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 15, 2021, among AltaLink Investment Management Ltd., in its capacity as general partner of AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd., as General Partner, Royal Bank of Canada, as Agent of the Lenders (the “Agent”), and the Lenders party hereto.
MIDAMERICAN ENERGY COMPANY and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee AMENDMENT NUMBER 1 Dated as of October 15, 2015 to the SECOND SUPPLEMENTAL INDENTURE Dated as of April 3, 2014 AMENDING THE BASE INDENTURE Dated as of September...Second Supplemental Indenture • October 15th, 2015 • Midamerican Energy Co • Electric services • New York
AMENDMENT NUMBER 1, dated as of October 15, 2015 (this “Amendment”), between MIDAMERICAN ENERGY COMPANY, a corporation duly organized and existing under the laws of the State of Iowa (herein called the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee (herein called the “Trustee”), to the Second Supplemental Indenture, dated as of April 3, 2014 (the “Second Supplemental Indenture”), between the Company and the Trustee, supplementing and amending the Indenture, dated as of September 9, 2013 (the “Base Indenture”), between the Company and the Trustee. Capitalized terms used but not defined herein shall have the meaning assigned to such terms in the Base Indenture.
SECOND AMENDING AGREEMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 15, 2021 ALTALINK, L.P. as Borrower - and - ALTALINK MANAGEMENT LTD. as General Partner - and - THE BANK OF NOVA SCOTIA as Agent of the Lenders, and as LenderSecond Amending Agreement to Fourth Amended and Restated Credit Agreement • February 28th, 2022 • Midamerican Energy Co • Electric services • Alberta
SECOND AMENDING AGREEMENT TO THE FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 15, 2021 among AltaLink, L.P., as Borrower, AltaLink Management Ltd., as General Partner, The Bank of Nova Scotia as Agent of the Lenders (the “Agent”) and as a lender and all other lenders which become party thereto.
MIDAMERICAN ENERGY COMPANY and THE BANK OF NEW YORK TRUST COMPANY, NA, as Trustee First Supplemental Indenture Dated as of October 6, 2006First Supplemental Indenture • November 3rd, 2006 • Midamerican Energy Co • Electric services
FIRST SUPPLEMENTAL INDENTURE, dated as of October 6, 2006 (herein called the “First Supplemental Indenture”), between MIDAMERICAN ENERGY COMPANY, a corporation duly organized and existing under the laws of the State of Iowa (herein called the “Company”), and THE BANK OF NEW YORK TRUST COMPANY, NA, a New York banking association duly organized and existing under the laws of the United States of America, as Trustee (herein called the “Trustee”), under the Original Indenture referred to below.
ContractCredit Agreement • February 26th, 2024 • Midamerican Energy Co • Electric services • Alberta
Certain identified information has been excluded from this exhibit because it is both not material and is the type of information that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”.
MORTGAGE, SECURITY AGREEMENT, FIXTURE FILING AND FINANCING STATEMENT From MIDAMERICAN ENERGY COMPANY To THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., AS COLLATERAL TRUSTEE Dated: , 2013 LEGAL DESCRIPTION: See Exhibit AMortgage, Security Agreement, Fixture Filing and Financing Statement • August 28th, 2013 • Midamerican Energy Co • Electric services • Iowa
THIS MORTGAGE, SECURITY AGREEMENT, FIXTURE FILING AND FINANCING STATEMENT dated as of , 2013 (as it may be amended, supplemented, replaced or otherwise modified from time to time, this “Mortgage”), by MIDAMERICAN ENERGY COMPANY, an Iowa corporation, having an office at 666 Grand Avenue, Suite 500, Des Moines, Iowa 50309-2580 (together with its successors and permitted assigns, the “Mortgagor”), to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., having an office at , as Collateral Trustee for the benefit of the Secured Parties (as such terms are defined below) (in such capacity, the “Mortgagee”).
SECOND AMENDING AGREEMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 15, 2021 ALTALINK, L.P. as Borrower - and - ALTALINK MANAGEMENT LTD. as General Partner - and - THE BANK OF NOVA SCOTIA as Administrative Agent of the...Credit Agreement • February 28th, 2022 • Midamerican Energy Co • Electric services • Alberta
SECOND AMENDING AGREEMENT TO THE FIFTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 15, 2021 among AltaLink, L.P., as Borrower, AltaLink Management Ltd., as General Partner, The Bank of Nova Scotia as Administrative Agent of the Lenders (the “Administrative Agent”), Co-Lead Arranger and Co-Bookrunner, Royal Bank of Canada as Syndication Agent, Co-Lead Arranger and Co-Bookrunner, Bank of Montreal and National Bank of Canada as Co-Documentation Agents and each of The Bank of Nova Scotia, Royal Bank of Canada, Bank of Montreal, National Bank of Canada, The Toronto-Dominion Bank and ATB Financial, as Lenders.
TWENTY-FOURTH SUPPLEMENTAL INDENTURE Dated as of November 28, 2022Supplemental Indenture • February 27th, 2023 • Midamerican Energy Co • Electric services • Alberta
(A)by an amended and restated master trust indenture dated as of April 28, 2003 between the Issuer, the General Partner and the Trustee (the "Master Trust Indenture") provision was made for the issuance and securing of Bonds of the Issuer in one or more Series, unlimited as to aggregate principal amount but issuable only upon the terms and subject to the conditions therein provided;
FIFTH AMENDING AGREEMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 28, 2023 ALTALINK INVESTMENT MANAGEMENT LTD., in its capacity as general partner of ALTALINK INVESTMENTS, L.P., as Borrower, - and - ALTALINK INVESTMENT...Credit Agreement • November 6th, 2023 • Midamerican Energy Co • Electric services • Alberta
FIFTH AMENDING AGREEMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT, dated as of September 28, 2023, among AltaLink Investment Management Ltd., in its capacity as general partner of AltaLink Investments, L.P., as Borrower, AltaLink Investment Management Ltd., as General Partner, Royal Bank of Canada, as Agent of the Lenders (the “Agent”), and the Lenders party hereto.
