Exhibit 1 Wisconsin Public Service Corporation ____% Senior Notes Due _______ Form of Underwriting AgreementWisconsin Public Service Corp • November 25th, 1998 • Electric & other services combined • New York
FROMWisconsin Public Service Corp • December 18th, 1998 • Electric & other services combined
EXHIBIT 4H TERM LOAN AGREEMENT dated as of November 5, 1999Term Loan Agreement • March 16th, 2000 • Wisconsin Public Service Corp • Electric & other services combined • New York
FIRST SUPPLEMENTAL INDENTURE FROM WISCONSIN PUBLIC SERVICE CORPORATION TO FIRSTAR BANK MILWAUKEE, N.A., NATIONAL ASSOCIATION TRUSTEE ----------------------- Dated as of December ___, 1998 SUPPLEMENTAL TO INDENTURE Dated as of December 1, 1998 Senior...Wisconsin Public Service Corp • November 25th, 1998 • Electric & other services combined
POWER PURCHASE AGREEMENT BETWEEN DEPERE ENERGY LLC AND WISCONSIN PUBLIC SERVICE CORPORATION NOVEMBER 8, 1995Power Purchase Agreement • March 6th, 1998 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
WISCONSIN PUBLIC SERVICE CORPORATION DEBT SECURITIES UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2021 • Wisconsin Public Service Corp • Electric & other services combined • New York
Wisconsin Public Service Corporation, a Wisconsin corporation (the “Company”), proposes to issue and sell to one or more underwriters (collectively, the “Underwriters”) named in Schedule A to this underwriting agreement (this “Agreement”) $450,000,000 aggregate principal amount of the Senior Notes, 2.85% Series Due December 1, 2051 (the “Securities”). The Securities will be issued under an indenture, dated as of December 1, 1998, between the Company and U.S. Bank National Association (as successor to Firstar Bank Milwaukee, N.A.), as Trustee (the “Trustee”), as amended and supplemented to the date hereof (the “Original Indenture”) and to be further supplemented by the Fourteenth Supplemental Indenture dated as of November 18, 2021, creating the series in which the Securities are to be issued (the “Supplemental Indenture to the Indenture”). The term “Indenture”, as used herein, means the Original Indenture as supplemented by the Supplemental Indenture to the Indenture.
Wisconsin Public Service Corporation 6.08% Senior Notes Due December 1, 2028 Form of Underwriting AgreementWisconsin Public Service Corp • December 18th, 1998 • Electric & other services combined • New York
FIVE YEAR CREDIT AGREEMENTCredit Agreement • February 28th, 2008 • Wisconsin Public Service Corp • Electric & other services combined • New York
THIS FIVE YEAR CREDIT AGREEMENT (this "Credit Agreement"), dated as of June 2, 2005, is entered into among WISCONSIN PUBLIC SERVICE CORPORATION, a Wisconsin corporation (the "Borrower"), the Lenders (as defined herein), CITIGROUP GLOBAL MARKETS INC. and U.S. BANK NATIONAL ASSOCIATION, as Co-Lead Arrangers and Book Managers, U.S. BANK NATIONAL ASSOCIATION, as Syndication Agent, WELLS FARGO BANK NATIONAL ASSOCIATION, JPMORGAN CHASE BANK, N.A. and UBS SECURITIES LLC, as Co-Documentation Agents, and CITIBANK, N.A., as administrative agent for the Lenders (in such capacity, the "Agent").
WISCONSIN PUBLIC SERVICE CORPORATION SENIOR NOTES, 5.55% SERIES DUE DECEMBER 1, 2036 UNDERWRITING AGREEMENTWisconsin Public Service Corp • November 30th, 2006 • Electric & other services combined • New York
Wisconsin Public Service Corporation, a corporation organized under the laws of Wisconsin (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its senior debt securities identified in Schedule I hereto (the “Senior Notes”), to be issued under an Indenture dated as of December 1, 1998, between the Company and U.S. Bank National Association (as successor to Firstar Bank Milwaukee, N.A.), as trustee (the “Senior Trustee”), as amended and supplemented to the date hereof (the “Original Senior Indenture”) and to be further supplemented by the Fifth Supplemental Indenture dated as of December 1, 2006, creating the series in which the Senior Notes are to be issued (the “Supplemental Indenture to the Senior Indenture”). The term “Senior Indenture,” as used herein, means the Original Senior Indenture as supplemented by the Supplemental Indenture t
INDENTUREWisconsin Public Service Corp • December 18th, 1998 • Electric & other services combined • Wisconsin
WISCONSIN PUBLIC SERVICE CORPORATION SENIOR NOTES, 4.752% SERIES DUE NOVEMBER 1, 2044Underwriting Agreement • November 18th, 2013 • Wisconsin Public Service Corp • Electric & other services combined • New York
Wisconsin Public Service Corporation, a corporation organized under the laws of Wisconsin (the “Company”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its senior debt securities identified in Schedule I hereto (the “Senior Notes”), to be issued under an Indenture dated as of December 1, 1998, between the Company and U.S. Bank National Association (as successor to Firstar Bank Milwaukee, N.A.), as trustee (the “Senior Trustee”), as amended and supplemented to the date hereof (the “Original Senior Indenture”) and to be further supplemented by the Tenth Supplemental Indenture dated as of November 1, 2013, creating the series in which the Senior Notes are to be issued (the “Supplemental Indenture to the Senior Indenture”). The term “Senior Indenture,” as used herein, means the Original Senior Indenture as supplemented by the Supplemental I
WPS RESOURCES CORPORATION NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • December 13th, 2006 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
THIS AGREEMENT is entered into on ____________, 200___ (the “Grant Date”), by and between WPS RESOURCES CORPORATION (the “Company”), and __________________ ____________________ (the “Optionee”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of an option to the Optionee. This option shall not become effective until the Optionee signs and returns the “Acknowledgement Form” attached hereto.
PURCHASE AND SALE AGREEMENT among FOX ENERGY OP, L. P. (“Fox OP”) FOX RIVER POWER, LLC (“Fox River”) and WISCONSIN PUBLIC SERVICE CORPORATION (“Purchaser”) Dated as of September 28, 2012 Relating to a 100% Membership Interest in Fox Energy Company LLCPurchase and Sale Agreement • April 1st, 2013 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
THIS PURCHASE AND SALE AGREEMENT, dated as of September 28, 2012 (this “Agreement”), is between FOX ENERGY OP, LP., a Delaware limited partnership (“Fox OP”), FOX RIVER POWER, LLC, a Delaware limited liability company (“Fox River”; together with Fox OP, each individually, a “Seller” and, collectively, the “Sellers”), and Wisconsin Public Service Corporation, a Wisconsin corporation (“Purchaser”). The Sellers and Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
EXHIBIT 2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 24th, 1999 • Wisconsin Public Service Corp • Electric & other services combined • Maine
EIGHTH SUPPLEMENTAL INDENTURE FROM WISCONSIN PUBLIC SERVICE CORPORATION TO (SUCCESSOR TO FIRSTAR BANK, NATIONAL ASSOCIATION AND FIRSTAR BANK, MILWAUKEE, N.A., NATIONAL ASSOCIATION) TRUSTEE Dated as of December 1, 2008 SUPPLEMENTAL TO INDENTURE Dated...Indenture • December 4th, 2008 • Wisconsin Public Service Corp • Electric & other services combined
This EIGHTH SUPPLEMENTAL INDENTURE is made as of the 1st day of December, 2008, by and between WISCONSIN PUBLIC SERVICE CORPORATION, a corporation duly organized and existing under the laws of the State of Wisconsin (the “Company”), and U.S. BANK NATIONAL ASSOCIATION (successor to Firstar Bank, National Association and Firstar Bank Milwaukee, N.A., National Association), a national banking association duly organized and existing under the laws of the United States, as trustee (the “Trustee”).
OPERATING AGREEMENT OF AMERICAN TRANSMISSION COMPANY LLC Dated as of January 1, 2001Operating Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
THIS OPERATING AGREEMENT of AMERICAN TRANSMISSION COMPANY LLC, a Wisconsin limited liability company (the "Company"), is made and entered into as of January 1, 2001, by and among the parties listed on Schedule A, for the regulation of the affairs and conduct of the Company and certain relationships with and among its Members.
KEY EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENT By and Between WPS RESOURCES CORPORATION And Dated as of , 200__Employment and Severance Agreement • March 10th, 2003 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
SETTLEMENT AND OWNERSHIP TRANSFER AGREEMENT between Wisconsin Public Service Corporation and Madison Gas and Electric CompanySettlement and Ownership Transfer Agreement • December 11th, 1998 • Wisconsin Public Service Corp • Electric & other services combined
GUARANTYGuaranty • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined
This Guaranty is entered into as of October 25, 2000, by WPS Resources Corporation, a Wisconsin corporation ("Guarantor"), on behalf of WPS Northern Nevada, LLC, a Nevada limited liability company ("Supplier"), in favor of and for the benefit of Sierra Pacific Power Company, a Nevada corporation ("SPPC"). SPPC is sometimes referred to herein as "Beneficiary".
TRANSITIONAL POWER PURCHASE AGREEMENT BY AND BETWEEN SIERRA PACIFIC POWER COMPANY AND WPS NORTHERN NEVADA, LLCTransitional Power Purchase Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined • Nevada
This Agreement is made and entered into as of October 25, 2000 by and between Sierra Pacific Power Company, a Nevada corporation ("Buyer"), and WPS Northern Nevada, LLC, a Nevada limited liability company (the "Supplier"). Buyer and Supplier are referred to individually as a "Party" and collectively as the "Parties."
EQUITY CONTRIBUTION AGREEMENTEquity Contribution Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined • Nevada
This Equity Contribution Agreement (this "Agreement") dated as of October 25, 2000, is made and entered into by and among WPS Northern Nevada, LLC, a Nevada limited liability company ("WPS Nevada"), WPS Resources Corporation, a Wisconsin corporation ("WPSR"), WPS Power Development, Inc., a Wisconsin corporation ("PDI") and an indirect wholly-owned subsidiary of WPSR, and Sierra Pacific Power Company, a Nevada corporation ("Seller"). WPS Nevada, PDI, WPSR and Seller may be referred to herein individually as a "Party," and collectively as the "Parties".
CREDIT AGREEMENT dated as of April 14, 2000 among SUNBURY GENERATION, LLC, as Borrower BAYERISCHE LANDESBANK GIROZENTRALE, CAYMAN ISLANDS BRANCH, as WC Lender The Term Lenders Party Hereto From Time to Time and BAYERISCHE LANDESBANK GIROZENTRALE, NEW...Credit Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined • New York
CREDIT AGREEMENT, dated as of April 14, 2000, among SUNBURY GENERATION, LLC, BAYERISCHE LANDESBANK GIROZENTRALE, CAYMAN ISLANDS BRANCH, as WC Lender, the Term Lenders party hereto from time to time and BAYERISCHE LANDESBANK GIROZENTRALE, NEW YORK BRANCH, as Administrative Agent.
WPS RESOURCES CORPORATION PERFORMANCE STOCK RIGHT AGREEMENTResources Corporation Performance Stock Right Agreement • December 13th, 2004 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
THIS AGREEMENT is entered into as of ________________, _____, (the "Grant Date"), by and between WPS RESOURCES CORPORATION (the "Company"), and __________________ ____________________ (the "Participant"). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of Performance Stock Rights to the Participant. This agreement shall not become effective until the Participant signs and returns the "Acknowledgement Form" attached hereto.
______________________________________________________________________________ SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the...Wisconsin Public Service Corp • November 8th, 2000 • Electric & other services combined
Commission File Number Registrant; State of Incorporation; Address; and Telephone Number IRS Employer Identification No.
THIRTY-_________ SUPPLEMENTAL INDENTURE FROM WISCONSIN PUBLIC SERVICE CORPORATION TO DATED AS OF __________________ SUPPLEMENTAL To First Mortgage and Deed of Trust Dated as of January 1, 1941 WISCONSIN PUBLIC SERVICE CORPORATION THIRTY-_________...Supplemental Indenture • July 24th, 2002 • Wisconsin Public Service Corp • Electric & other services combined
Sec. 1.11 Bonds of new series redeemed or paid not reissuable, but may be basis for issuance of bonds of different series, credits or cash withdrawals 12
AMENDMENT TO KEY EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENTKey Executive Employment and Severance Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined
This Agreement to amend the Key Executive Employment and Severance Agreement dated ___________ by and between WPS Resources Corporation (the "Company") and ___________________ (the "Executive"), is entered into by and between the Company and Executive this _____ day of December, 2000.
SEVENTH SUPPLEMENTAL INDENTURE FROM WISCONSIN PUBLIC SERVICE CORPORATION TO (SUCCESSOR TO FIRSTAR BANK, NATIONAL ASSOCIATION AND FIRSTAR BANK, MILWAUKEE, N.A., NATIONAL ASSOCIATION) TRUSTEE Dated as of November 1, 2007 SUPPLEMENTAL TO INDENTURE Dated...Wisconsin Public Service Corp • November 16th, 2007 • Electric & other services combined
This SEVENTH SUPPLEMENTAL INDENTURE is made as of the 1st day of November, 2007, by and between WISCONSIN PUBLIC SERVICE CORPORATION, a corporation duly organized and existing under the laws of the State of Wisconsin (the “Company”), and U.S. BANK NATIONAL ASSOCIATION (successor to Firstar Bank, National Association and Firstar Bank Milwaukee, N.A., National Association), a national banking association duly organized and existing under the laws of the United States, as trustee (the “Trustee”).
WISCONSIN PUBLIC SERVICE CORPORATION SENIOR NOTES, 4.80% SERIES DUE DECEMBER 1, 2013 UNDERWRITING AGREEMENTUnderwriting Agreement • December 9th, 2003 • Wisconsin Public Service Corp • Electric & other services combined • New York
Wisconsin Public Service Corporation, a corporation organized under the laws of Wisconsin (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, the principal amount of its senior debt securities identified in Schedule I hereto (the “Senior Notes”), to be issued under an Indenture dated as of December 1, 1998, between the Company and U.S. Bank National Association (as successor to Firstar Bank Milwaukee, N.A.), as trustee (the “Senior Trustee”), as amended and supplemented to the Execution Time (the “Original Senior Indenture”) and to be further supplemented by the Fourth Supplemental Indenture dated as of December 1, 2003, creating the series in which the Senior Notes are to be issued (the “Supplemental Indenture to the Senior Indenture”). The term “Senior Indenture,” as used herein, means the Original Senior Indenture as supplemented by the Supplemental Indenture
EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENT By and Between WPS RESOURCES CORPORATION and Dated as of May 2, 1997And Severance Agreement • March 10th, 2003 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
ASSET SALE AGREEMENT BETWEEN SIERRA PACIFIC POWER COMPANY AND WPS NORTHERN NEVADA, LLC FOR THE TRACY/PINON ASSET BUNDLE October 25, 2000Asset Sale Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined • Nevada
INDENTUREExhibit 4a • November 25th, 1998 • Wisconsin Public Service Corp • Electric & other services combined • Wisconsin
THIRTY-________ SUPPLEMENTAL INDENTURE FROM WISCONSIN PUBLIC SERVICE CORPORATION TO FIRSTAR BANK, NATIONAL ASSOCIATION (Successor to Firstar Trust Company, Formerly Known as First Wisconsin Trust Company) TRUSTEE DATED AS OF _________ 1, ____...Wisconsin Public Service Corp • June 14th, 2001 • Electric & other services combined
Sec. 1.11 Bonds of new series redeemed or paid not reissuable, but may be basis for issuance of bonds of different series, credits or cash withdrawals 12
FORTY-FIRST SUPPLEMENTAL INDENTURE FROM WISCONSIN PUBLIC SERVICE CORPORATION TO (successor to Firstar Bank, National Association, successor to Firstar Trust Company, formerly known as First Wisconsin Trust Company), AS TRUSTEE DATED AS OF DECEMBER 18...Wisconsin Public Service Corp • May 6th, 2010 • Electric & other services combined
This Supplemental Indenture, and the Indenture as defined and described herein, collectively, are a “construction mortgage” as defined in and for purposes of section 706.11 of the Wisconsin Statutes, as the same may be amended or renumbered from time to time.
AMENDMENT TO KEY EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENTKey Executive Employment and Severance Agreement • February 28th, 2001 • Wisconsin Public Service Corp • Electric & other services combined
This Agreement to amend the Key Executive Employment and Severance Agreement dated ___________ by and between WPS Resources Corporation (the "Company") and ___________________ (the "Executive"), is entered into by and between the Company and Executive this _____ day of December, 2000.
WPS Resources Corporation Severance Arrangement between WPS Resources Corporation and Joseph P. O'LearyWisconsin Public Service Corp • March 10th, 2003 • Electric & other services combined
During the first three years of employment, Mr. O'Leary will be eligible for a Severance Plan that would provide a payment of one times his annual salary if his job ware eliminated. This Severance Plan does not apply in situations where termination is for cause or if Mr. O'Leary were to leave voluntarily. This Severance Plan is not in addition to the Key Executive Employment and Severance Agreement.
