NISOURCE INC. 21,100,000 Shares of Common Stock TERMS AGREEMENTTerms Agreement • September 14th, 2010 • Nisource Inc/De • Electric & other services combined
NiSource Inc., a Delaware corporation (“NiSource” or the “Company”), and Credit Suisse Securities (USA) LLC, in its capacity as agent for the Forward Purchaser (defined below) (the “Forward Seller”), at the request of the Company in connection with the Forward Agreement (defined below), subject to the terms and conditions set forth in this Agreement (including the provisions of the Underwriting Agreement), confirm their respective agreements with the several Underwriters listed in the table below (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), with respect to (a) the sale by the Forward Seller, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company, set forth in the table below under the heading “Number of Borrowed Base Shares to be Purchased and Sold” (subject to reduction for any Standby Base Shares (defined bel
