0001193125-13-483091 Sample Contracts

CREDIT AGREEMENT Dated as of December 20, 2013 among ONE GAS, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders and L/C Issuers Party Hereto THE ROYAL BANK OF SCOTLAND PLC,...
Credit Agreement • December 23rd, 2013 • ONE Gas, Inc. • Natural gas distribution • New York

This CREDIT AGREEMENT (this “Agreement”) is entered into as of December 20, 2013, among ONE GAS, INC., an Oklahoma corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and JPMorgan Chase Bank, N.A. and The Royal Bank of Scotland plc, as L/C Issuers.

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 23rd, 2013 • ONE Gas, Inc. • Natural gas distribution • Oklahoma

This Indemnification Agreement (“Agreement”) is made as of , 20 by and between ONE Gas, Inc., an Oklahoma corporation (the “Corporation”), and (“Indemnitee”).

SEPARATION AND DISTRIBUTION AGREEMENT by and between ONEOK, INC. and ONE Gas, Inc. Dated as of [ ], 2014
Separation and Distribution Agreement • December 23rd, 2013 • ONE Gas, Inc. • Natural gas distribution • Oklahoma

SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [ ], 2014, by and between ONEOK, INC., an Oklahoma corporation (“Parent”) and ONE GAS, INC., an Oklahoma corporation (“Spinco”). Each of Parent and Spinco is sometimes referred to herein as a “Party” and collectively, as the “Parties”. Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in ARTICLE I.

RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • December 23rd, 2013 • ONE Gas, Inc. • Natural gas distribution

This Restricted Stock Unit Award Agreement is entered into as of the [ ] day of [ , 20 ], by and between ONE Gas Company, Inc., an Oklahoma corporation, (the “Company”), and «Officer_Name» (the “Grantee”), an employee of the Company or a Subsidiary thereof, pursuant to the terms of the ONE Gas, Inc. Equity Compensation Plan (the “Plan”).

PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • December 23rd, 2013 • ONE Gas, Inc. • Natural gas distribution

This Performance Unit Award Agreement is entered into as of the [ ] day of [ , 20 ], by and between ONE Gas, Inc., an Oklahoma Corporation, (the “Company”), and «Officer_Name» (the “Grantee”), an employee of the Company or Subsidiary thereof, pursuant to the terms of the ONE Gas, Inc. Equity Compensation Plan (the “Plan”).

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