0001193125-06-072085 Sample Contracts

PHANTOM STOCK AWARD AGREEMENT
Phantom Stock Award Agreement • April 4th, 2006 • Duke Energy CORP • Electric & other services combined • Delaware

This Phantom Stock Award Agreement (the “Agreement”) has been made as of (the “Date of Grant”) between Duke Energy Corporation, a Delaware corporation, with its principal offices in Charlotte, North Carolina (the “Corporation”), and (the “Grantee”).

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AGREEMENT AND PLAN OF MERGER by and among DUKE ENERGY CORPORATION, CINERGY CORP., DEER HOLDING CORP., DEER ACQUISITION CORP. and COUGAR ACQUISITION CORP. Dated as of May 8, 2005 As Amended as of July 11, 2005, as of October 3, 2005 and as of March 30,...
Merger Agreement • April 4th, 2006 • Duke Energy CORP • Electric & other services combined • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of May 8, 2005 (this “Agreement”), by and among DUKE ENERGY CORPORATION, a North Carolina corporation (“Duke”), CINERGY CORP., a Delaware corporation (“Cinergy”), DEER HOLDING CORP., a Delaware corporation (the “Company”) and a wholly-owned subsidiary of Duke, DEER ACQUISITION CORP., a North Carolina corporation and a wholly-owned subsidiary of the Company (“Merger Sub A”), and COUGAR ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of the Company (“Merger Sub B”).

PERFORMANCE AWARD AGREEMENT
Performance Award Agreement • April 4th, 2006 • Duke Energy CORP • Electric & other services combined • Delaware

This Performance Award Agreement (the “Agreement”) has been made as of (the “Date of Grant”) between Duke Energy Corporation, a Delaware corporation, with its principal offices in Charlotte, North Carolina (the “Corporation”), and (the “Grantee”).

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