REMARKETING AGREEMENTRemarketing Agreement • March 14th, 2006 • Public Service Co of New Mexico • Electric & other services combined • New York
PNM RESOURCES, INC. and U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent, Custodial Agent and Securities Intermediary and U.S. BANK NATIONAL ASSOCIATION, as Purchase Contract Agent PLEDGE AGREEMENT Dated as of October 7, 2005Pledge Agreement • March 14th, 2006 • Public Service Co of New Mexico • Electric & other services combined • New York
PLEDGE AGREEMENT dated as of October 7, 2005 between PNM RESOURCES, INC., a New Mexico corporation (the“Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as collateral agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”), as custodial agent (in such capacity, together with its successors in such capacity, the “Custodial Agent”), and as securities intermediary (as defined in Section 8-102(a)(14) of the UCC) with respect to the Collateral Account (in such capacity, together with its successors in such capacity, the “Securities Intermediary”), and as purchase contract agent and as attorney-in-fact of the Holders from time to time of the Units (in such capacity, together with its successors in such capacity, the “Purchase Contract Agent”) under the Purchase Contract Agreement.
REGISTRATION RIGHTS AGREEMENT between PNM RESOURCES, INC., as Issuer and CASCADE INVESTMENT, L.L.C., as Initial Holder Dated as of October 7, 2005Registration Rights Agreement • March 14th, 2006 • Public Service Co of New Mexico • Electric & other services combined • New York
RESTRICTED STOCK RIGHTS AWARD AGREEMENT PNM RESOURCES, INC. OMNIBUS PERFORMANCE EQUITY PLANRestricted Stock Rights Award Agreement • March 14th, 2006 • Public Service Co of New Mexico • Electric & other services combined • New Mexico
PNM Resources, Inc., a New Mexico corporation, (“PNMR” or the “Company”) hereby awards to «First» «Last», (the “Grantee”), a Participant in the PNM Resources, Inc. Omnibus Performance Equity Plan (the “Plan”), as it may be amended, a Restricted Stock Rights Award (the “Award”) for the number of shares of Common Stock of the Company (“Stock”) noted below. The grant is made effective as of the 13th day of February, 20066 (the “Grant Date”).
PURCHASE AND SALE AGREEMENT BY AND AMONG TWIN OAKS POWER, LP TWIN OAKS POWER III, LP SEMPRA ENERGY AND ALTURA POWER L.P. PNM RESOURCES, INC. DATED AS OF JANUARY 14, 2006Purchase and Sale Agreement • March 14th, 2006 • Public Service Co of New Mexico • Electric & other services combined • New York
This PURCHASE AND SALE AGREEMENT is made as of January 14, 2006 (the “Effective Date”), by and among TWIN OAKS POWER, LP, a Texas limited partnership (“Seller”), TWIN OAKS POWER III, LP, a Texas limited partnership (“TOPIII”), SEMPRA ENERGY, a California corporation (“Seller’s Parent”), for purposes of Section 5.22, Article 3, Article 8 and Article 9 only, ALTURA POWER L.P., a Texas limited partnership (“Purchaser”) and PNM RESOURCES, INC., a New Mexico corporation (“Purchaser’s Parent”) for purposes of Section 5.3(b), Section 5.20, Section 5.21, Article 4, Article 8 and Article 9 only.
DIVIDEND, ASSIGNMENT AND ASSUMPTION AGREEMENTDividend, Assignment and Assumption Agreement • March 14th, 2006 • Public Service Co of New Mexico • Electric & other services combined
DIVIDEND, ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of November 18, 2005 (the “Agreement”), by and among PNMR DEVELOPMENT AND MANAGEMENT CORPORATION, a New Mexico corporation (“PNMR Development”) and PUBLIC SERVICE COMPANY OF NEW MEXICO, a New Mexico corporation (“PNM”). PNMR Development and PNM are sometimes hereinafter referred to as the “Parties” or individually as a “Party.”
