0000067716-16-000116 Sample Contracts

MDU RESOURCES GROUP, INC. LONG-TERM PERFORMANCE-BASED INCENTIVE PLAN SPECIAL ANNUAL INCENTIVE AWARD AGREEMENT
Special Annual Incentive Award Agreement • February 19th, 2016 • Mdu Resources Group Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware

In accordance with the terms of the MDU Resources Group, Inc. Long-Term Performance-Based Incentive Plan (the “Plan”), pursuant to action of the Compensation Committee of the Board of Directors of MDU Resources Group, Inc. (the “Committee”), MDU Resources Group, Inc. (the “Company”) hereby grants to you (the “Participant”) an opportunity to receive a special annual incentive award for calendar year 2015 (the “Award”), subject to the terms and conditions set forth in this Award Agreement (including Annexes A and B hereto and all documents incorporated herein by reference), as set forth below:

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December 29, 2015
Waiver Under Credit Agreement • February 19th, 2016 • Mdu Resources Group Inc • Mining & quarrying of nonmetallic minerals (no fuels)
LETTER AMENDMENT NO. 3 TO AMENDED AND RESTATED MASTER SHELF AGREEMENT December 18, 2015
Master Shelf Agreement • February 19th, 2016 • Mdu Resources Group Inc • Mining & quarrying of nonmetallic minerals (no fuels)
LETTER AMENDMENT NO. 2 TO AMENDED AND RESTATED MASTER SHELF AGREEMENT December 19, 2007 Prudential Investment Management, Inc. General Electric Capital Assurance The Prudential Insurance Company Company of America General Electric Life and Annuity...
Master Shelf Agreement • February 19th, 2016 • Mdu Resources Group Inc • Mining & quarrying of nonmetallic minerals (no fuels)

We refer to the Amended and Restated Master Shelf Agreement dated as of December 27, 1999 (effective as of April 29, 2005), as amended by Letter Amendment No. 1 to Amended and Restated Master Shelf Agreement dated May 17, 2006 (as amended, the "Agreement") among the undersigned, Centennial Energy Holdings, Inc. (the "Company"), Prudential Investment Management, Inc. ("Prudential"), The Prudential Insurance Company of America ("PICA"), Pruco Life Insurance Company (“Pruco”), Pruco Life Insurance Company of New Jersey (“Pruco NJ”), Hartford Life Insurance Company (“Hartford”), Security Life of Denver Insurance Company (“Security Life”), ING USA Annuity and Life Insurance Company (“ING USA”), Reliastar Life Insurance Company (“Reliastar”), ING Life Insurance

MDU Resources Group, Inc. Section 16 Officers and Directors with Indemnification Agreements Chart
Indemnification Agreement • February 19th, 2016 • Mdu Resources Group Inc • Mining & quarrying of nonmetallic minerals (no fuels)
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