0000072020-06-000046 Sample Contracts

CHANGE-IN-CONTROL AGREEMENT
Change-in-Control Agreement • December 28th, 2006 • Nicor Inc • Natural gas distribution

THIS AGREEMENT dated as of December 28, 2006 (the “Agreement Date”) is made by and among Nicor Inc. (the “Company”), an Illinois corporation, and Paul C. Gracey, Jr. the “Executive”). This Agreement replaces and superceded in its entirety that Agreement entered into by and between the Company and the Executive dated November 22, 2002, (the “Prior Agreement”).

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FIRST AMENDMENT TO ESCROW AGREEMENT
Escrow Agreement • December 28th, 2006 • Nicor Inc • Natural gas distribution

This First Amendment to Escrow Agreement (“First Amendment”) by and between NICOR Inc. (“Depositor”) and The Bank of New York Trust Company, N.A, (“Escrow Agent”) is made as of the 28th day of December, 2006.

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