Northern Illinois Gas Co /Il/ /New/ Sample Contracts

DATED AS OF
Credit Agreement • November 5th, 2004 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York
Nicor Gas Company Form 10-K Exhibit 1.01 NORTHERN ILLINOIS GAS COMPANY FIRST MORTGAGE BONDS 6 5/8% SERIES DUE FEBRUARY 1, 2011
Underwriting Agreement • March 12th, 2001 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission
NORTHERN ILLINOIS GAS COMPANY $50,000,000 FIRST MORTGAGE BONDS 5.55% SERIES DUE DECEMBER 15, 2006
Underwriting Agreement • March 8th, 2002 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • Illinois
210-DAY CREDIT AGREEMENT DATED AS OF
Credit Agreement • November 4th, 2005 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York
NORTHERN ILLINOIS GAS COMPANY $75,000,000 FIRST MORTGAGE BONDS 5 7/8% SERIES DUE AUGUST 15, 2008
Underwriting Agreement • October 31st, 2001 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

Northern Illinois Gas Company, doing business as Nicor Gas Company (the "Company") proposes, subject to the terms and conditions stated herein and in the General Terms and Conditions of Underwriting Agreement in the form of Annex A hereto, a copy of which you have previously received, to issue and sell to you (the "Underwriter"), $75,000,000 aggregate principal amount of the Company's First Mortgage Bonds (the "Bonds"). All of the provisions of such General Terms and Conditions of Underwriting Agreement are incorporated herein by reference in their entirety, and shall be deemed to be a part of this Underwriting Agreement to the same extent as if such provisions had been set forth in full herein. Unless otherwise defined herein, terms defined in the General Terms and Conditions of Underwriting Agreement are used herein as therein defined.

SERIES DUE
Underwriting Agreement • July 20th, 2001 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • Illinois
364-DAY CREDIT AGREEMENT DATED AS OF
364-Day Credit Agreement • November 4th, 2003 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York
TO
Supplemental Indenture • July 20th, 2001 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission
NORTHERN ILLINOIS GAS COMPANY $50,000,000
Underwriting Agreement • November 14th, 1995 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission
5 YEAR
Credit Agreement • November 4th, 2005 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York
210-DAY CREDIT AGREEMENT DATED AS OF October 18, 2007 AMONG NORTHERN ILLINOIS GAS COMPANY, as Borrower, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders, JPMORGAN CHASE BANK, N.A., as Administrative Agent, ABN AMRO BANK N.V., as Syndication Agent,...
Credit Agreement • November 1st, 2007 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York

210-DAY CREDIT AGREEMENT, dated as of October 18, 2007 among Northern Illinois Gas Company, an Illinois corporation (the “Borrower”), the financial institutions from time to time party hereto (each a “Lender,” and collectively the “Lenders”), and JPMorgan Chase Bank, N.A. in its capacity as agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

364-DAY CREDIT AGREEMENT DATED AS OF APRIL 19, 2011 AMONG NORTHERN ILLINOIS GAS COMPANY, as Borrower, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders, JPMORGAN CHASE BANK, N.A., as Administrative Agent, THE ROYAL BANK OF SCOTLAND PLC and WELLS...
Credit Agreement • May 4th, 2011 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York

364-DAY CREDIT AGREEMENT, dated as of April 19, 2011 among Northern Illinois Gas Company, an Illinois corporation (the “Borrower”), the financial institutions from time to time party hereto (each a “Lender,” and collectively the “Lenders”), and JPMorgan Chase Bank, N.A. in its capacity as agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

CREDIT AGREEMENT among NORTHERN ILLINOIS GAS COMPANY, as Borrower, The Several Lenders from Time to Time Parties Hereto, SUNTRUST BANK as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. as...
Credit Agreement • December 15th, 2011 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York

CREDIT AGREEMENT (this “Agreement”), dated as of December 15, 2011, among NORTHERN ILLINOIS GAS COMPANY, an Illinois corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), SUNTRUST BANK (“SunTrust”), as administrative agent (in such capacity, the “Administrative Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo Bank”) and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. (“BTMU”), as co-syndication agents (in such capacity, the “Co-Syndication Agents”), and JPMORGAN CHASE BANK, N.A. and U.S. BANK NATIONAL ASSOCIATION, as co-documentation agents (in such capacity, the “Co-Documentation Agents”).

MEMORANDUM OF AGREEMENT REACHED (Corrected 3/17/09) IN COLLECTIVE BARGAINING – MARCH 11, 2009
Collective Bargaining Agreement • April 17th, 2009 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission
AMENDMENT NO. 1 TO
3 Year Credit Agreement • May 4th, 2011 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York

THIS AMENDMENT NO. 1 TO 3 YEAR CREDIT AGREEMENT (this “Amendment”), dated as of April 19, 2011, is made by and among NORTHERN ILLINOIS GAS COMPANY, an Illinois corporation (“Nicor Gas”), NICOR INC., an Illinois corporation (“Nicor”), the Required Lenders signatory hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”) for the Lenders.

AMENDMENT NO. 3 TO THE INTERIM COOPERATIVE AGREEMENT
Interim Cooperative Agreement • May 3rd, 2006 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

On this 25th day of April 2001, Commonwealth Edison Company and Northern Illinois Gas Company (individually or collectively “Utility(ies)”) hereby modify their Interim Cooperative Agreement dated October 28, 1993 including amendments thereto (“Agreement”), by entering into this Amendment No. 3 (“Amendment”) to the Agreement:

SECOND AMENDMENT TO THE 5-YEAR CREDIT AGREEMENT
5-Year Credit Agreement • November 1st, 2006 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York

This amendment (the "Amendment"), dated as of October 26, 2006, is entered into by and among NORTHERN ILLINOIS GAS COMPANY and NICOR INC. (each, a "Borrower" and collectively, the "Borrowers"), JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (in such capacity, the "Administrative Agent"), and certain of the lenders constituting the Required Lenders (as defined in the 5-Year Credit Agreement, defined below).

AMENDMENT NO. 2 TO THE INTERIM COOPERATIVE AGREEMENT
Interim Cooperative Agreement • May 3rd, 2006 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

Commonwealth Edison Company (“Edison”), an Illinois corporation, and Nicor Gas (“Nicor”) (formerly known as Northern Illinois Gas Company), an Illinois corporation, (collectively, “Utilities”) hereby modify their Interim Cooperative Agreement of October 28, 1993, as amended, (“Agreement”) by entering into this Amendment No. 2 (“Amendment”) to the Agreement.

SCHEDULES
364-Day Credit Agreement • May 3rd, 2010 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York

364-DAY CREDIT AGREEMENT, dated as of April 23, 2010 among Northern Illinois Gas Company, an Illinois corporation (the “Borrower”), the financial institutions from time to time party hereto (each a “Lender,” and collectively the “Lenders”), and JPMorgan Chase Bank, N.A. in its capacity as agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • July 31st, 2007 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

This Memorandum of Understanding (“MOU”) is entered into this 20th day of July, 2007, by and between Northern Illinois Gas Company d/b/a Nicor Gas Company (“Nicor”) and Commonwealth Edison Company (“ComEd”) (collectively, the “Utilities”) to reflect the agreement, in principle, entered into by Nicor and ComEd concerning allocation of certain costs relating to the remediation of particular manufactured gas plant sites (“Sites”) in Illinois.

AMENDMENT NO. 1 TO THE INTERIM COOPERATIVE AGREEMENT
Interim Cooperative Agreement • May 3rd, 2006 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

Commonwealth Edison Company (“Edison”), an Illinois corporation, and Northern Illinois Gas Company (“NI-Gas”), an Illinois corporation, (collectively, “Utilities”) hereby modify their Interim Cooperative Agreement of October 28, 1993 (“Agreement”) by entering into this Amendment No. 1 (“Amendment”) to the Agreement.

PREAMBLE
Collective Bargaining Agreement • February 24th, 2010 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

This Agreement is made by and between Nicor Gas (hereinafter called the "Company") and Local Union 19 (hereinafter called the "Union") of the Inter­national Brotherhood of Electrical Workers. This Agreement shall be binding upon the parties and their respective successors and assigns. The parties hereto agree with each other as follows:

INTERIM COOPERATIVE AGREEMENT
Interim Cooperative Agreement • May 3rd, 2006 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • Illinois
FINAL ALLOCATION AGREEMENT
Final Allocation Agreement • February 26th, 2008 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • Illinois

This Final Allocation Agreement (“Agreement”) is entered into this 3rd day of January, 2008, by and between Northern Illinois Gas Company d/b/a Nicor Gas Company (“Nicor”) and Commonwealth Edison Company (“ComEd”) (each a “Utility,”and collectively, the “Utilities”), to reflect the Utilities’agreement concerning the final allocation of certain costs relating to particular former manufactured gas plant (“MGP”) sites (“Sites”) in Illinois.

Supplemental Indenture MADE AS OF [ ], TO BE EFFECTIVE [ ] NORTHERN ILLINOIS GAS COMPANY TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. TRUSTEE UNDER INDENTURE DATED AS OF JANUARY 1, 1954 AND SUPPLEMENTAL INDENTURES THERETO FIRST MORTGAGE BONDS [...
Supplemental Indenture • February 25th, 2009 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

THIS SUPPLEMENTAL INDENTURE, made as of the [ ] and effective the [ ], between NORTHERN ILLINOIS GAS COMPANY, a corporation organized and existing under the laws of the State of Illinois (hereinafter called the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (hereinafter called the “Trustee”), as successor Trustee under an Indenture dated as of January 1, 1954, as supplemented by Supplemental Indentures dated (or made effective), respectively, February 9, 1954, April 1, 1956, June 1, 1959, July 1, 1960, June 1, 1963, July 1, 1963, August 1, 1964, August 1, 1965, May 1, 1966, August 1, 1966, July 1, 1967, June 1, 1968, December 1, 1969, August 1, 1970, June 1, 1971, July 1, 1972, July 1, 1973, April 1, 1975, April 30, 1976, April 30, 1976, July 1, 1976, August 1, 1976, December 1, 1977, January 15, 1979, December 1, 1981, March 1, 1983, October 1, 1984, December 1, 1986, March 15, 1988, July 1, 1988, July 1, 1989, July 15, 1990, August 15, 1991, July 15, 1992, February 1

Contract
364-Day Credit Agreement • July 31st, 2009 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission • New York
SUPPLEMENTAL INDENTURE DATED OCTOBER 26, 2012 NORTHERN ILLINOIS GAS COMPANY TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. TRUSTEE UNDER INDENTURE DATED AS OF JANUARY 1, 1954 AND SUPPLEMENTAL INDENTURES THERETO
Supplemental Indenture • November 1st, 2012 • Northern Illinois Gas Co /Il/ /New/ • Natural gas transmission

THIS SUPPLEMENTAL INDENTURE, dated October 26, 2012 between NORTHERN ILLINOIS GAS COMPANY, a corporation organized and existing under the laws of the State of Illinois (hereinafter called the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (hereinafter called the “Trustee”), as successor Trustee under an Indenture dated as of January 1, 1954, as supplemented by supplemental indentures dated (or made effective), respectively, February 9, 1954, April 1, 1956, June 1, 1959, July 1, 1960, June 1, 1963, July 1, 1963, August 1, 1964, August 1, 1965, May 1, 1966, August 1, 1966, July 1, 1967, June 1, 1968, December 1, 1969, August 1, 1970, June 1, 1971, July 1, 1972, July 1, 1973, April 1, 1975, April 30, 1976, April 30, 1976, July 1, 1976, August 1, 1976, December 1, 1977, January 15, 1979, December 1, 1981, March 1, 1983, October 1, 1984, December 1, 1986, March 15, 1988, July 1, 1988, July 1, 1989, July 15, 1990, August 15, 1991, July 15, 1992, February 1, 1993, March 15, 1