0000356309-09-000016 Sample Contracts

EMPLOYMENT CONTINUATION AGREEMENT
Employment Continuation Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution • New Jersey

THIS AGREEMENT between New Jersey Resources Corporation, a New Jersey corporation (the "Company"), and LAURENCE M. DOWNES (the "Executive"), dated as of this 28th day of November, 2008.

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NEW JERSEY RESOURCES CORPORATION Performance Shares Agreement
Performance Shares Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution • New Jersey

This Performance Shares Agreement (the “Agreement”), which includes the attached “Terms and Conditions of Performance Shares” (the “Terms and Conditions”) and the attached Exhibit A captioned “Performance Goal and Earning of Performance Shares”, confirms the grant on _______________ (the “Grant Date”) by NEW JERSEY RESOURCES CORPORATION, a New Jersey corporation (the “Company”), to _____________ (“Employee”), under Sections 6(e), 6(i) and 7 of the 2007 Stock Award and Incentive Plan (the “Plan”), of Performance Shares (the “Performance Shares”), including rights to Dividend Equivalents as specified herein, as follows:

Contract
Restricted Stock Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution • New Jersey
NEW JERSEY RESOURCES CORPORATION Performance Units Agreement
Performance Units Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution • New Jersey

This Performance Units Agreement (the “Agreement”), which includes the attached “Terms and Conditions of Performance Units” (the “Terms and Conditions”) and the attached Exhibit A captioned “Performance Goal and Earning of Performance Units”, confirms the grant on _________ __, ____ (the “Grant Date”) by NEW JERSEY RESOURCES CORPORATION, a New Jersey corporation (the "Company"), to ("Employee"), under Sections 6(e), 6(i) and 7 of the 2007 Stock Award and Incentive Plan (the "Plan"), of Performance Units (the "Units"), including rights to Dividend Equivalents as specified herein, as follows:

Stock Option Agreement
Stock Option Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution • New Jersey

This Stock Option Agreement (the “Agreement”), which includes the attached “Terms and Conditions of Option Grant” (the “Terms and Conditions”), confirms the grant on _________ __, 200__ (the “Grant Date”) by NEW JERSEY RESOURCES CORPORATION, a New Jersey corporation (the "Company"), to ("Employee") under Section 6(b) of the 2007 Stock Award and Incentive Plan (the "Plan"), of a non-qualified stock option (the "Option") to purchase shares of Stock (the "Option Shares"), as follows:

Contract
Retirement Plan Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution
Supplemental Executive Retirement Plan Agreement Amended and Restated
Retirement Plan Agreement • February 6th, 2009 • New Jersey Resources Corp • Natural gas distribution

THIS AGREEMENT is entered into as of the 28th day of November, 2008 and effective as of January 1, 1987, (hereinafter called the “Effective Date”) by and between NEW JERSEY RESOURCES CORPORATION, a corporation of New Jersey (hereinafter called the "Company"), and LAURENCE M. DOWNES (hereinafter called the “Employee”).

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