REGISTRATION RIGHTS AGREEMENT by and among Columbia Pipeline Group, Inc., Subsidiary Guarantors, listed on the signature pages hereof, and Mitsubishi UFJ Securities (USA), Inc. Scotia Capital (USA) Inc. as representatives of the Initial Purchasers...Registration Rights Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 22, 2015, by and among Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors” and each a “Guarantor”), and J.P. Morgan Securities LLC, Mitsubishi UFJ Securities (USA), Inc., and Scotia Capital (USA) Inc., as representatives of the initial purchasers (the “Representatives”) listed on Schedule 1 to the Purchase Agreement (as defined below) (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 2.45% Senior Notes due 2018 (the “Initial 2018 Notes”), the Company’s 3.30% Senior Notes due 2020 (the “Initial 2020 Notes”), the Company’s 4.50% Senior Notes due 2025 (the “Initial 2025 Notes”) and the Company’s 5.80% Senior Notes due 2045 (the “Initial 2045 Notes,” and collectively with the Initial 2018 Notes, the Initial 2020 Notes and the I
COLUMBIA PIPELINE GROUP, INC. as Issuer and CPG OPCO LP, COLUMBIA ENERGY GROUP, and CPG OPCO GP LLC as Guarantors and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of May 22, 2015 2.45% Senior Notes due 2018 3.30% Senior Notes due 2020...Indenture • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • New York
THIS INDENTURE dated as of May 22, 2015, is among Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), CPG OpCo LP, a Delaware limited partnership (“OpCo”), Columbia Energy Group, a Delaware corporation (“Columbia”), CPG OpCo GP LLC, a Delaware limited liability company (“OpCo GP”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Delaware
This EMPLOYEE MATTERS AGREEMENT is made as of , 2015 by and between NiSource Inc., a Delaware corporation (“NiSource”), and Columbia Pipeline Group, Inc., a Delaware corporation (“Columbia”), and, as of the date hereof, a wholly-owned subsidiary of NiSource.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission
This TRANSITION SERVICES AGREEMENT, dated as of , 2015 (this “Agreement”), is by and between NiSource Corporate Services Company, a Delaware corporation (“NiSource Services”), and Columbia Pipeline Group Services Company, a Delaware corporation (“Columbia Services”).
Columbia Pipeline Group, Inc.Restricted Stock Unit Award Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Texas
This Restricted Stock Unit Award Agreement (the “Agreement”), is made and entered into as of , by and between Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), and , a Nonemployee Director of the Company (the “Grantee”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between NISOURCE INC. and COLUMBIA PIPELINE GROUP, INC. Dated as of , 2015Separation and Distribution Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT is made as of , 2015 by and between NiSource Inc., a Delaware corporation (“NiSource”), and Columbia Pipeline Group, Inc., a Delaware corporation (“Columbia”), and, as of the date hereof, a wholly-owned subsidiary of NiSource.
Columbia Pipeline Group, Inc.Restricted Stock Unit Award Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Texas
This Restricted Stock Unit Award Agreement (the “Agreement”), is made and entered into as of , 2015, by and between Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), and , a Nonemployee Director of the Company (the “Grantee”).
Columbia Pipeline Group, Inc.Restricted Stock Unit Award Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Texas
This Restricted Stock Unit Award Agreement (the “Agreement”), is made and entered into as of (the “Date of Grant”), by and between Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), and , an Employee of the Company (the “Grantee”).
ConfidentialColumbia Pipeline Group, Inc. • May 22nd, 2015 • Natural gas transmission
Columbia Pipeline Group, Inc.Performance Share Award Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Texas
This Performance Share Award Agreement (the “Agreement”), is made and entered into as of (the “Date of Grant”), by and between Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), and , an Employee of the Company (the “Grantee”).
ConfidentialColumbia Pipeline Group, Inc. • May 22nd, 2015 • Natural gas transmission
COLUMBIA PIPELINE GROUP, INC. CHANGE IN CONTROL AND TERMINATION AGREEMENT TO CANCEL AND REPLACE THE NISOURCE CHANGE IN CONTROL AGREEMENTControl and Termination Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Indiana
Columbia Pipeline Group, Inc., a Delaware corporation (“Employer”), which as used herein, shall mean Columbia Pipeline Group, Inc. and all of its Affiliates, and Robert C. Skaggs Jr. (“Executive”) hereby enter into a Change in Control and Termination Agreement as of [ ], [Year] (the “Effective Date”), which Agreement is hereinafter set forth (“Agreement”).
COLUMBIA PIPELINE GROUP, INC. FORM OF EC EXECUTIVE CHANGE IN CONTROL AND TERMINATION AGREEMENT TO CANCEL AND REPLACE THE NISOURCE CHANGE IN CONTROL AGREEMENTChange in Control Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Indiana
Columbia Pipeline Group, Inc., a Delaware corporation (“Employer”), which as used herein, shall mean Columbia Pipeline Group, Inc. and all of its Affiliates, and [Name of EC Executive] (“Executive”) hereby enter into a Change in Control and Termination Agreement as of [Month] , [Year] (the “Effective Date”), which Agreement is hereinafter set forth (“Agreement”).
COLUMBIA PIPELINE GROUP, INC. PHANTOM STOCK UNIT AGREEMENTPhantom Stock Unit Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Texas
This Phantom Stock Unit Agreement (the “Agreement”) is entered into as of , 2015 (the “Agreement Date”), by and between Columbia Pipeline Group, Inc., a Delaware corporation (“CPG”) and [Name] (“Executive”).
Columbia Pipeline Group, Inc.Restricted Stock Unit Award Agreement • May 22nd, 2015 • Columbia Pipeline Group, Inc. • Natural gas transmission • Texas
This Amended and Restated Director Restricted Stock Unit Award Agreement (the “Agreement”), is made and entered into as of , 2015, by and between Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), and , a Nonemployee Director of the Company (the “Grantee”).
