0000950129-08-003076 Sample Contracts

CENTERPOINT ENERGY RESOURCES CORP. $300,000,000 6.00% Senior Notes due 2018 Underwriting Agreement
Underwriting Agreement • May 15th, 2008 • Centerpoint Energy Resources Corp • Electric services • New York

CenterPoint Energy Resources Corp., a Delaware corporation (the “Company”), confirms, subject to the terms and conditions stated herein, its agreement to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) $300,000,000 aggregate principal amount of its 6.00% Senior Notes due 2018 (the “Notes”) to be issued pursuant to an Indenture dated as of February 1, 1998 (the “Base Indenture”) between the Company and The Bank of New York Trust Company, National Association (successor to JPMorgan Chase Bank, National Association), as trustee (the “Trustee”) and a Supplemental Indenture No. 13 to the Base Indenture dated as of May 15, 2008 (the “Supplemental Indenture” and, together with the Base Indenture and any amendments or supplements thereto, the “Indenture”), between the Company and the Trustee. The Company understands that the several Underwriters propose to offer the Notes for sale upon the terms and conditions contemplated by this Agreement and by the documen

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