TAX MATTERS AGREEMENT DATED AS OF [ ], 2014 BY AND AMONG ONEOK, INC. AND ONE GAS, INC.Tax Matters Agreement • November 21st, 2013 • ONE Gas, Inc. • Natural gas distribution • Oklahoma
Contract Type FiledNovember 21st, 2013 Company Industry JurisdictionThis Tax Matters Agreement (this “Agreement”) is entered into as of [ ], 2014 between ONEOK, Inc., an Oklahoma corporation (“Parent”), and ONE Gas, Inc., an Oklahoma corporation (“Spinco” and, together with Parent, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of [ ], 2014, between Parent and Spinco (the “Separation Agreement”).
MASTER TRANSITION SERVICES AGREEMENT by and between ONEOK, INC. and ONE GAS, INC. Dated as of [ ], 2014Master Transition Services Agreement • November 21st, 2013 • ONE Gas, Inc. • Natural gas distribution • Oklahoma
Contract Type FiledNovember 21st, 2013 Company Industry JurisdictionMaster Transition Services Agreement, dated as of [ ] (this “Agreement”), by and between ONEOK, INC. (“Parent”) and ONE GAS, INC. (“Spinco”). All the capitalized terms used in this Agreement shall have the meaning either given those terms or incorporated by reference in the Glossary attached as Exhibit B.
MANAGEMENT AGREEMENTManagement Agreement • November 21st, 2013 • ONE Gas, Inc. • Natural gas distribution • Oklahoma
Contract Type FiledNovember 21st, 2013 Company Industry JurisdictionTHIS MANAGEMENT AGREEMENT (the “Agreement”) is entered into as of [ ], 2014 (the “Effective Date”) by and between ONEOK, INC., an Oklahoma corporation (“Franchisee”), and ONE GAS, INC., an Oklahoma corporation (“Manager”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of [ ], 2014, between Franchisee and Manager (the “Separation Agreement”).