0000741612-02-000012 Sample Contracts

PERSONAL AND CONFIDENTIAL Mr. Patrick L. Bridges Texas-New Mexico Power Company 4100 International Plaza Fort Worth, Texas 76109 Dear Mr. Bridges: We are pleased to offer you the position of Vice President and Treasurer of Texas-New Mexico Power...
Personal and Confidential • March 28th, 2002 • Texas New Mexico Power Co • Electric services

This agreement is effective as of and only upon the closing (the "Closing") as defined in the Agreement and Plan of Merger dated as of May 24, 1999 by an among SW Acquisition, L.P., ST Acquisition Corp. and TNP Enterprises, Inc. The terms and conditions set forth herein shall remain in effect until the third anniversary of the Closing, except as otherwise noted herein, provided you remain employed by the Company through such date. This agreement supersedes all previous agreements relating to your employment with the Company, including, but not limited to, your Texas-New Mexico Power Company Executive Agreement for Severance Upon Change in Control dated as of February 16, 1998 and all such agreements will have no further force and effect.

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March 15, 2001
Personal and Confidential • March 28th, 2002 • Texas New Mexico Power Co • Electric services

We are pleased to offer you the position of Chief Financial Officer of TNP Enterprises, Inc. ("TNP") under the terms and conditions herein indicated. For purposes of this agreement the term "TNP" shall also include any affiliate or subsidiary of TNP to which you are transferred during the term of this agreement with your consent. In your position of Chief Financial Officer you will have the duties, responsibilities, and Authority normally associated with such position and will report to the Chief Executive Officer of TNP.

PERSONAL AND CONFIDENTIAL Mr. Jack V. Chambers Texas-New Mexico Power Company 4100 International Plaza, Tower II Fort Worth, Texas 76109 Dear Mr. Chambers: We are pleased to offer you the position of President and Chief Executive Officer of Texas-New...
Personal and Confidential • March 28th, 2002 • Texas New Mexico Power Co • Electric services

This agreement is effective as of April 8, 2001. The terms and conditions set forth herein shall remain in effect until the second anniversary of this agreement, except as otherwise noted herein, provided you remain employed by the Company through such date. This agreement supersedes all previous agreements relating to your employment with the Company, including, but not limited to, your Texas-New Mexico Power Company Executive Agreement for Severance Upon Change in Control dated as of February 16, 1998, your employment agreement dated April 6, 2000 and all such agreements will have no further force and effect.

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