0001104659-04-008761 Sample Contracts

EMPLOYMENT CONTRACT
Employment Agreement • March 30th, 2004 • Cap Rock Energy Corp • Electric services • Texas

By this Agreement, Cap Rock Energy Corporation, referred to in this Agreement as “Company,” acting by and through its President and Chief Executive Officer, David W. Pruitt, or his successor, hereinafter referred to as “Pruitt” employs Ronald Lyon, referred to in this Agreement as “Lyon,” and who accepts employment on the following terms and conditions:

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STOCK ACQUISITION AGREEMENT
Stock Acquisition Agreement • March 30th, 2004 • Cap Rock Energy Corp • Electric services

This Agreement sets forth the entire Agreement of the parties hereto and it may not be amended or modified without the express written consent of all parties hereto.

CAP ROCK ELECTRIC Achievement Based Compensation Contract Southwestern Public Service Company Contract
Achievement Based Compensation Contract • March 30th, 2004 • Cap Rock Energy Corp • Electric services

In accordance with Cap Rock Electric Cooperative, Inc. (“Cap Rock Electric”) Board Policy #143, this contract provides for calculation and payment of incentive compensation in the form of a percentage of net power cost savings resulting from the Southwestern Public Service Company power supply contract.

EMPLOYMENT CONTRACT
Employment Contract • March 30th, 2004 • Cap Rock Energy Corp • Electric services

THIS EMPLOYMENT CONTRACT (“Agreement”) is made and entered into on or as of the 12th day of September, 2001 and the initial term of this Agreement and all other terms and provisions herein, except for the amount of salary, are effective beginning as of the 3rd day of August, 1992 when CAP ROCK ELECTRIC COOPERATIVE, INC. and ULEN A NORTH, JR. entered into an Employment Contract. This Agreement modifies, amends and supercedes the Employment Contract entered into between CAP ROCK ELECTRIC COOPERATIVE, INC. and ULEN A. NORTH, JR. on August 3, 1992, which Employment Contract has been transferred to and assumed by CAP ROCK ENERGY CORPORATION.

MANAGED SERVICES AGREEMENT
Managed Services Agreement • March 30th, 2004 • Cap Rock Energy Corp • Electric services • Texas

This Managed Services Agreement (this “Agreement”) is entered into by and between Delinea Corporation, a Delaware corporation (“Delinea”), and the company identified as “Customer” on the signature page (“Customer”). Delinea and Customer shall be referred to in this Agreement individually as a “Party” and collectively as “Parties.”

MASTER OPERATION, MAINTENANCE AND ADMINISTRATIVE SERVICES AGREEMENT
Master Operation, Maintenance and Administrative Services Agreement • March 30th, 2004 • Cap Rock Energy Corp • Electric services • Texas

This MASTER OPERATION, MAINTENANCE AND ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”) is entered into as of September 29, 2003, by and between CAP ROCK ENERGY CORPORATION, a Texas corporation (the “Services Provider”), and NEWCORP RESOURCES ELECTRIC COOPERATIVE, INC., an electric cooperative corporation (the “Owner”). The Services Provider and the Owner are each referred to herein individually as a “Party” and, collectively, as the “Parties”.

EMPLOYMENT CONTRACT
Employment Contract • March 30th, 2004 • Cap Rock Energy Corp • Electric services

THIS EMPLOYMENT CONTRACT (“Agreement”) is made and entered into on or as of the 11th day of September, 2001 and the initial term of this Agreement and all other terms and provisions herein, except for the amount of salary, are effective beginning as of the 3rd day of August, 1992 when CAP ROCK ELECTRIC COOPERATIVE, INC. and DAVID W. PRUITT entered into an Employment Contract. This Agreement modifies, amends and supercedes the Employment Contract entered into between CAP ROCK ELECTRIC COOPERATIVE, INC. and DAVID W. PRUITT. on August 3, 1992, which Employment Contract has been transferred to and assumed by CAP ROCK ENERGY CORPORATION.

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