Cascade Natural Gas Corp Sample Contracts

EXHIBIT 10.27.1 SETTLEMENT AGREEMENT
Settlement Agreement • December 29th, 1997 • Cascade Natural Gas Corp • Natural gas distribution
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III TERM OF AGREEMENT
Gas Transportation Agreement • December 29th, 1997 • Cascade Natural Gas Corp • Natural gas distribution • California
CASCADE NATURAL GAS CORPORATION Underwriting Agreement
Underwriting Agreement • September 1st, 2005 • Cascade Natural Gas Corp • Natural gas distribution

Cascade Natural Gas Corporation, a Washington corporation (the “Company”), hereby confirms its agreement with A.G. Edwards & Sons, Inc. (the “Underwriter”) as follows:

LONG TERM INCENTIVE AWARD AGREEMENT
Long Term Incentive Award Agreement • September 19th, 2006 • Cascade Natural Gas Corp • Natural gas distribution • Washington

This Agreement is entered into as of September 14, 2006, between Cascade Natural Gas Corporation, a Washington corporation (the “Company”), and David W. Stevens (“Recipient”).

Rick Davis EMPLOYMENT AGREEMENT
Employment Agreement • June 20th, 2005 • Cascade Natural Gas Corp • Natural gas distribution • Washington
AGREEMENT REGARDING SUPPLEMENTAL RETIREMENT BENEFITS
Agreement Regarding • January 18th, 2006 • Cascade Natural Gas Corp • Natural gas distribution

This agreement is being entered into between David W. Stevens (“Executive”) and Cascade Natural Gas Corporation (“Cascade”) to document their agreement with respect to supplemental retirement benefits.

AMENDED AND RESTATED LOAN AGREEMENT Between CASCADE NATURAL GAS CORPORATION as Borrower and U.S. BANK NATIONAL ASSOCIATION as Lender Dated as of September 30, 2004
Loan Agreement • May 12th, 2005 • Cascade Natural Gas Corp • Natural gas distribution • Washington

THIS AMENDED AND RESTATED LOAN AGREEMENT is made as of September 30, 2004 (this “Agreement”) between Cascade Natural Gas Corporation (the “Borrower”), as borrower, and U.S. Bank National Association (the “Lender”), as lender. This Agreement amends and restates that certain Loan Agreement dated as of December 10, 1999, as amended.

CASCADE NATURAL GAS CORPORATION Underwriting Agreement
Cascade Natural Gas Corp • November 27th, 2001 • Natural gas distribution

Cascade Natural Gas Corporation, a Washington corporation (the Company), hereby confirms its agreement with you as follows:

AGREEMENT AND GENERAL RELEASE
Agreement and General Release • February 7th, 2005 • Cascade Natural Gas Corp • Natural gas distribution • Washington

Cascade Natural Gas Corporation (“Cascade”) and Joseph D. Wessling, his heirs, executors, administrators, successors, and assigns (collectively referred to throughout this Agreement and General Release as “Wessling”), agree:

WITNESSETH:
Cascade Natural Gas Corp • December 29th, 1997 • Natural gas distribution
MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • November 14th, 2006 • Cascade Natural Gas Corp • Natural gas distribution • Utah

This Memorandum of Understanding (“Memorandum”) is made and entered into this 7th day of November, 2006, by and between Northwest Pipeline Corporation, a Delaware corporation (“Northwest” or “Transporter”) and Cascade Natural Gas Corporation (“Cascade” or “Shipper”). Transporter and Shipper are sometimes referred to individually as “Party” and collectively as the “Parties”.

BASE CONTRACT FOR SHORT-TERM SALE AND PURCHASE OF NATURAL GAS
Cascade Natural Gas Corp • December 14th, 2001 • Natural gas distribution

This Base Contract incorporates by reference for all purposes the General Terms and Conditions for Short-Term Sale and Purchase of Natural Gas published by the Gas Industry Standards Board. The parties hereby agree to the following provisions offered in said General Terms and Conditions (select only one from each box, but see "Note" relating to Section 2.24.):

Rate Schedule TF-1 Service Agreement Contract No. 100002
Service Agreement • December 8th, 2006 • Cascade Natural Gas Corp • Natural gas distribution

THIS SERVICE AGREEMENT (Agreement) restates the Service Agreement made and entered into on July 31, 1991, by and between Northwest Pipeline Corporation (Transporter) and Cascade Natural Gas Corporation (Shipper). WHEREAS:

Amendment to the Gas Purchase Agreement dated November 1, 1990, as amended, between Duke Energy Trading and Marketing, L.L.C. (successor to Mobil Oil Canada) And Cascade Natural Gas Corporation DETM Agreement No. GSA 944
Cascade Natural Gas Corp • December 14th, 2001 • Natural gas distribution

This Amendment to the Gas Purchase Agreement dated November 1, 1990, as amended, is made and entered into this 30 day of August 2001, by and between Duke Energy Trading and Marketing, L.L.C. ("Seller") and Cascade Natural Gas Corporation ("Buyer").

RETIREMENT AGREEMENT AND GENERAL RELEASE
Retirement Agreement and General Release • March 9th, 2005 • Cascade Natural Gas Corp • Natural gas distribution • Washington

Cascade Natural Gas Corporation (“Cascade”) and W. Brian Matsuyama, his heirs, executors, administrators, successors, and assigns (collectively referred to throughout this Retirement Agreement and General Release as “Matsuyama”), agree:

ASSIGNMENT AND NOVATION AGREEMENT
Assignment and Novation Agreement • December 1st, 2004 • Cascade Natural Gas Corp • Natural gas distribution • Alberta

ENGAGE ENERGY CANADA L.P., a partnership formed under the 1aws of Alberta, Canada, by its general partner, Engage Energy Canada (the “Assignor”)

AGREEMENT AND GENERAL RELEASE
Agreement and General Release • August 1st, 2005 • Cascade Natural Gas Corp • Natural gas distribution • Washington
NOTE PURCHASE AGREEMENT
Note Purchase Agreement • March 8th, 2007 • Cascade Natural Gas Corp • Natural gas distribution • New York
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DATED JUNE 1, 1997
Cascade Natural Gas Corp • December 29th, 1997 • Natural gas distribution

In this document, "Agreements" means all natural gas, power marketing, energy services, transportation, storage, or other form of merchant agreements or transactions in effect as of June 1, 1997, between Westcoast Gas Services Inc. (WGSI), and Cascade Natural Gas Corporation, (the "COMPANY") including without limitation the agreements or transactions listed on the attached Schedule I.

AGREEMENT AND PLAN OF MERGER BY AND AMONG MDU RESOURCES GROUP, INC. FIREMOON ACQUISITION, INC. AND CASCADE NATURAL GAS CORPORATION DATED AS OF JULY 8, 2006
Agreement and Plan of Merger • July 10th, 2006 • Cascade Natural Gas Corp • Natural gas distribution • Washington

This Agreement and Plan of Merger, is made and entered into as of July 8, 2006 (this “Agreement”), by and among MDU RESOURCES GROUP, INC., a Delaware corporation (“Buyer”), FIREMOON ACQUISITION, INC., a Washington corporation and a wholly-owned subsidiary of Buyer (“Merger Sub”), and CASCADE NATURAL GAS CORPORATION, a Washington corporation (the “Company”).

Contract Term: November 1, 1999 through October 31, 2000, extendible by mutual agreement.
Cascade Natural Gas Corp • December 21st, 1999 • Natural gas distribution

This letter documents the storage management agreement between Cascade Natural Gas Corporation (Cascade) and Amoco Energy Trading Corporation (AETC), Part of BP Amoco Group, relating to a portion of Cascade's storage capacity in the Jackson Prairie storage field operated by NWPL.

REIMBURSEMENT AND INDEMNITY AGREEMENT
Reimbursement and Indemnity Agreement • January 26th, 2005 • Cascade Natural Gas Corp • Natural gas distribution

THIS REIMBURSEMENT AND INDEMNITY AGREEMENT (this “Agreement”) dated as of January 25, 2005 is entered into by and between CASCADE NATURAL GAS CORPORATION, a corporation, duly organized under the laws of the State of Washington, as issuer (the “Issuer”) and MBIA INSURANCE CORPORATION, a stock insurance corporation, duly organized and existing under the laws of the State of New York (“MBIA”). Capitalized terms not otherwise defined shall have the meanings ascribed thereto in Article I of this Agreement.

AMENDMENT 1 TO AGREEMENT AND GENERAL RELEASE
Agreement and General Release • June 20th, 2005 • Cascade Natural Gas Corp • Natural gas distribution

The Agreement and General Release dated January 10, 2005 (the “Agreement”), between Cascade Natural Gas Corporation (“Cascade”) and Joseph D. Wessling, his heirs, executors, administrators, successors, and assigns (collectively referred to as “Wessling”) is hereby amended as follows:

GAS PURCHASE CONTRACT
Cascade Natural Gas Corp • December 29th, 1997 • Natural gas distribution
SERVICE AGREEMENT APPLICABLE TO FIRM TRANSPORTATION SERVICE
Service Agreement • December 1st, 2004 • Cascade Natural Gas Corp • Natural gas distribution

TransCanada PipeLines Limited, a body corporate, having an office and carrying on business in the City of Calgary, in the Province of Alberta, (hereinafter referred to as “Company”),

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