0000950123-10-043358 Sample Contracts

NISOURCE INC. FORM OF CHANGE IN CONTROL AND TERMINATION AGREEMENT

Change in Control and Termination Agreement • May 4th, 2010 • Nisource Inc/De • Electric & other services combined • Indiana

• Contract Type
  Change in Control and Termination Agreement
• Filed
  May 4th, 2010
• Company
  Nisource Inc/De
• Industry
  Electric & other services combined
• Jurisdiction
  Indiana

NiSource Inc., a Delaware corporation (“Employer”), which as used herein shall mean NiSource Inc. and all of its Affiliates, and Jon Veurink (“Executive”) hereby enter into a Change in Control and Termination Agreement as of February 1, 2010, (the “Effective Date”), which Agreement is hereinafter set forth (“Agreement”).

NISOURCE INC. CONTINGENT STOCK AGREEMENT

Contingent Stock Agreement • May 4th, 2010 • Nisource Inc/De • Electric & other services combined • Indiana

• Contract Type
  Contingent Stock Agreement
• Filed
  May 4th, 2010
• Company
  Nisource Inc/De
• Industry
  Electric & other services combined
• Jurisdiction
  Indiana

This Agreement is made as of the 23rd day of March 2010, between NiSource Inc. (the “Company”) and (the “Grantee”). In consideration of the agreements set forth below, the Company and the Grantee agree as follows:

February 16, 2010 Ms. Eileen O’Neill Odum 3 Beach Drive Dunes Acres, IN 46304 Dear Eileen:

Employment Agreement • May 4th, 2010 • Nisource Inc/De • Electric & other services combined • Indiana

• Contract Type
  Employment Agreement
• Filed
  May 4th, 2010
• Company
  Nisource Inc/De
• Industry
  Electric & other services combined
• Jurisdiction
  Indiana

This Letter Agreement confirms our agreement concerning your employment status. As we discussed, you have decided to resign from your position of Executive Vice President and Group CEO of the Northern Indiana Energy Group and all positions that you hold as an officer, manager or board member at NiSource Inc., any subsidiary or affiliate of NiSource, Inc., or at any entity in which NiSource Inc. holds an interest or investment, effective February 26, 2010 (the “Effective Date”). However, you will continue your employment with the Company and provide the Company the benefit of your experience and expertise. If you sign this Letter Agreement, it will constitute the mutual agreement between you and NiSource Corporate Services Company (the “Company” which, as used herein, shall also include NiSource Inc. or any of its affiliates or subsidiaries, including NiSource Corporate Services Company; except in Exhibit 1, references to “NiSource” shall mean exclusively NiSource Inc.) regarding your e