0001193125-06-254489 Sample Contracts

TAX MATTERS AGREEMENT by and among DUKE ENERGY CORPORATION, SPECTRA ENERGY CORP, and THE OTHER SPECTRA ENERGY PARTIES Dated as of December 13, 2006
Tax Matters Agreement • December 15th, 2006 • Duke Energy CORP • Electric & other services combined • New York

THIS TAX MATTERS AGREEMENT is entered into as of December 13, 2006, by and among Duke Energy Corporation, a Delaware corporation (“Duke Energy”), Spectra Energy Corp (f/k/a Gas SpinCo, Inc.), a Delaware corporation (“Spectra Energy”), and each of the Other Spectra Energy Parties; each a “Party” and collectively, the “Parties”.

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TRANSITION SERVICES AGREEMENT by and between DUKE ENERGY CORPORATION and SPECTRA ENERGY CORP Dated as of December 13, 2006
Transition Services Agreement • December 15th, 2006 • Duke Energy CORP • Electric & other services combined • New York

THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of December 13, 2006, by and between Duke Energy Corporation, a Delaware corporation (“Duke Energy”), and Spectra Energy Corp (f/k/a Gas SpinCo, Inc.), a Delaware corporation (“Spectra Energy”), each a “Party” and together, the “Parties”.

EMPLOYEE MATTERS AGREEMENT by and between DUKE ENERGY CORPORATION AND SPECTRA ENERGY CORP Dated as of December 13, 2006
Employee Matters Agreement • December 15th, 2006 • Duke Energy CORP • Electric & other services combined • New York

This EMPLOYEE MATTERS AGREEMENT (the “Agreement”) is entered into as of December 13, 2006, by and between Duke Energy Corporation, a Delaware corporation (“Duke Energy”), and Spectra Energy Corp (f/k/a Gas SpinCo, Inc.), a Delaware corporation (“Spectra Energy”), each a “Party” and together, the “Parties”.

SEPARATION AND DISTRIBUTION AGREEMENT by and between DUKE ENERGY CORPORATION and SPECTRA ENERGY CORP Dated as of December 13, 2006
Separation and Distribution Agreement • December 15th, 2006 • Duke Energy CORP • Electric & other services combined • New York

THIS SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), is entered into as of December 13, 2006, by and between Duke Energy Corporation, a Delaware corporation (“Duke Energy”), and Spectra Energy Corp (f/k/a Gas SpinCo, Inc.), a Delaware corporation (“Spectra Energy”), each a “Party” and together, the “Parties”.

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