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$35	Preview Subscribers	2002	Calculation Agent Agreement Calculation Agent Agreement (15K) Doc #421205: Click preview link for longer preview. CALCULATION AGENT AGREEMENT THIS AGREEMENT dated as of ____________ between DOMINION RESOURCES, INC. (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond, Virginia 23219 and JPMORGAN CHASE BANK (formerly known as THE CHASE MANHATTAN BANK), a New York banking corporation (hereinafter sometimes called the "Calculation Agent" which term shall, unless the context shall otherwise require, include its successors and assigns), having its principal corporate trust office at 450 West 33rd Street, New York, . . . 421205	Dominion Dominion Resources, Inc. ( Electric Utilities ) As referenced in this Calculation Agent Agreement: DOMINION RESOURCES, INC. – {DOCUMENT} {TYPE}EX-4.19 {SEQUENCE}6 {FILENAME}dex419.txt {DESCRIPTION}CALCULATION AGENT AGREEMENT {TEXT} {PAGE} EXHIBIT 4.19 CALCULATION AGENT AGREEMENT THIS AGREEMENT dated as of ____________ between DOMINION RESOURCES, INC. (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond, Virginia 23219 and JPMORGAN CHASE BANK (formerly known as THE CHASE MANHATTAN BANK), a New York _____________ DOMINION RESOURCES, INC. – the executed counterparts shall together constitute a single instrument. -5- {PAGE} IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first above written. DOMINION RESOURCES, INC. By_______________________ Title: JPMORGAN CHASE BANK By_______________________ Title: -6- {/TEXT} {/DOCUMENT} _____________ dt 1546492 ; Dominion Dominion Resources, Inc. ( Electric Utilities ) As referenced in this Calculation Agent Agreement: DOMINION RESOURCES, INC. – {DOCUMENT} {TYPE}EX-4.19 {SEQUENCE}6 {FILENAME}dex419.txt {DESCRIPTION}CALCULATION AGENT AGREEMENT {TEXT} {PAGE} EXHIBIT 4.19 CALCULATION AGENT AGREEMENT THIS AGREEMENT dated as of ____________ between DOMINION RESOURCES, INC. (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond, Virginia 23219 and JPMORGAN CHASE BANK (formerly known as THE CHASE MANHATTAN BANK), a New York _____________ DOMINION RESOURCES, INC. – the executed counterparts shall together constitute a single instrument. -5- {PAGE} IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first above written. DOMINION RESOURCES, INC. By_______________________ Title: JPMORGAN CHASE BANK By_______________________ Title: -6- {/TEXT} {/DOCUMENT} _____________ dt 1546661 ; Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Calculation Agent Agreement: CHASE MANHATTAN BANK) – as of ____________ between DOMINION RESOURCES, INC. (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond, Virginia 23219 and JPMORGAN CHASE BANK (formerly known as THE CHASE MANHATTAN BANK) , a New York banking corporation (hereinafter sometimes called the "Calculation Agent" which term shall, unless the context shall otherwise require, include its successors and assigns), having its principal corporate _____________ dt 1425650 ;	Dominion Dominion Resources, Inc. ( Financial ) As referenced in this Calculation Agent Agreement: DOMINION RESOURCES, INC – {DOCUMENT} {TYPE}EX-4.19 {SEQUENCE}6 {FILENAME}dex419.txt {DESCRIPTION}CALCULATION AGENT AGREEMENT {TEXT} {PAGE} EXHIBIT 4.19 CALCULATION AGENT AGREEMENT THIS AGREEMENT dated as of ____________ between DOMINION RESOURCES, INC . (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond, Virginia 23219 and JPMORGAN CHASE BANK (formerly known as THE CHASE MANHATTAN BANK), a New York _____________ DOMINION RESOURCES, INC – the executed counterparts shall together constitute a single instrument. -5- {PAGE} IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first above written. DOMINION RESOURCES, INC . By_______________________ Title: JPMORGAN CHASE BANK By_______________________ Title: -6- {/TEXT} {/DOCUMENT} _____________ dt 1381811 ; JPMorgan Chase JPMorgan Chase Bank ( Financial ) As referenced in this Calculation Agent Agreement: JPMORGAN CHASE BANK – 19 CALCULATION AGENT AGREEMENT THIS AGREEMENT dated as of ____________ between DOMINION RESOURCES, INC. (hereinafter called the "Issuer"), having its principal office at 120 Tredegar Street, Richmond, Virginia 23219 and JPMORGAN CHASE BANK (formerly known as THE CHASE MANHATTAN BANK), a New York banking corporation (hereinafter sometimes called the "Calculation Agent" which term shall, unless the context shall otherwise require, include its _____________ JPMorgan Chase Bank, – time its medium-term notes (the "Notes") under the Indenture dated as of June 1, 2000, as supplemented and amended from time to time (the "Indenture"), among the Issuer and JPMorgan Chase Bank, as Trustee. Capitalized terms used in this Agreement and not otherwise defined herein are used as defined in the Indenture. Certain of the Notes may bear interest at one _____________ JPMorgan Chase Bank – Floating Rate Notes") and the Issuer desires to engage the Calculation Agent to perform certain services in connection therewith. NOW IT IS HEREBY AGREED THAT: 1. The Issuer hereby appoints JPMorgan Chase Bank as Calculation Agent for the Floating Rate Notes, upon the terms and subject to the conditions herein mentioned, and JPMorgan Chase Bank hereby accepts such appointment. The Calculation Agent shall _____________ JPMorgan Chase Bank – HEREBY AGREED THAT: 1. The Issuer hereby appoints JPMorgan Chase Bank as Calculation Agent for the Floating Rate Notes, upon the terms and subject to the conditions herein mentioned, and JPMorgan Chase Bank hereby accepts such appointment. The Calculation Agent shall act as an agent of the Issuer for the purpose of determining the interest rate or rates of the Floating Rate Notes. _____________ JPMORGAN CHASE BANK – constitute a single instrument. -5- {PAGE} IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first above written. DOMINION RESOURCES, INC. By_______________________ Title: JPMORGAN CHASE BANK By_______________________ Title: -6- {/TEXT} {/DOCUMENT} _____________ dt 1405168
$41	Preview Subscribers	2004	Exchange Agent Agreement Exchange Agent Agreement (25K) Doc #429975: Click preview link for longer preview. DEUTSCHE BANK TRUST COMPANY AMERICAS EXCHANGE AGENT AGREEMENT November 22, 2004 Deutsche Bank Trust Company Americas Trust & Securities Services 60 Wall Street, 27^th Floor New York, NY 10005 Attention: Global Debt Services Ladies and Gentlemen: AES Gener S.A., a Chilean corporation (the "Company"), is offering to exchange 7.50% notes due 2014, Series A (the "Exchange Offer") for an equal principal amount of its 7.50% notes due 2014, Series B (the "Old Notes" and, together with the New Notes, the "Notes"), pursuant to a . . . 429975	AES Gener Inc. AES Gener Inc. ; AES Gener Inc. AES Gener Inc. ( Electric Utilities ) ; AES Gener AES Gener SA As referenced in this Exchange Agent Agreement: AES Gener S.A., – AGENT AGREEMENT November 22, 2004 Deutsche Bank Trust Company Americas Trust & Securities Services 60 Wall Street, 27th Floor New York, NY 10005 Attention: Global Debt Services Ladies and Gentlemen: AES Gener S.A., a Chilean corporation (the "Company"), is offering to exchange 7.50% notes due 2014, Series A (the "Exchange Offer") for an equal principal amount of its 7.50% notes _____________ AES Gener S.A. – in writing (including facsimile or similar writing) and shall be given to such party, addressed to it, at its address or telecopy number set forth below: If to the Company: AES Gener S.A. Mariano Snchez Fontecilla 310, 3rd Floor Santiago, Chile Attention: Vanessa Thiers Facsimile: 011-562-686-8991 With a copy to: Shearman & Sterling 599 Lexington Avenue New York, New _____________ AES GENER S.A. – shall be binding and effective as of the date hereof. 6 Please acknowledge receipt of this Agreement and confirm the arrangements herein provided by signing and returning the enclosed copy. AES GENER S.A. By: Name: Title: Accepted as of the date first above written: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Exchange Agent By: Name: Title: 7 Exhibit C Deutsche Bank Trust Company _____________ dt 1353156 ;	AES Gener AES Gener SA ( Electric Utilities ) As referenced in this Exchange Agent Agreement: AES Gener S.A., – AGENT AGREEMENT November 22, 2004 Deutsche Bank Trust Company Americas Trust & Securities Services 60 Wall Street, 27th Floor New York, NY 10005 Attention: Global Debt Services Ladies and Gentlemen: AES Gener S.A., a Chilean corporation (the "Company"), is offering to exchange 7.50% notes due 2014, Series A (the "Exchange Offer") for an equal principal amount of its 7.50% notes _____________ AES Gener S.A. – in writing (including facsimile or similar writing) and shall be given to such party, addressed to it, at its address or telecopy number set forth below: If to the Company: AES Gener S.A. Mariano Snchez Fontecilla 310, 3rd Floor Santiago, Chile Attention: Vanessa Thiers Facsimile: 011-562-686-8991 With a copy to: Shearman & Sterling 599 Lexington Avenue New York, New _____________ AES GENER S.A. – shall be binding and effective as of the date hereof. 6 Please acknowledge receipt of this Agreement and confirm the arrangements herein provided by signing and returning the enclosed copy. AES GENER S.A. By: Name: Title: Accepted as of the date first above written: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Exchange Agent By: Name: Title: 7 Exhibit C Deutsche Bank Trust Company _____________ dt 1353156 ; DB Trust Deutsche Bank Trust Company Americas ( Financial ) As referenced in this Exchange Agent Agreement: DEUTSCHE BANK TRUST CO – EX-99.4 11 a2142339zex-99_4.htm EXHIBIT 99.4 QuickLinks -- Click here to rapidly navigate through this document Exhibit 99.4 DEUTSCHE BANK TRUST CO MPANY AMERICAS EXCHANGE AGENT AGREEMENT November 22, 2004 Deutsche Bank Trust Company Americas Trust & Securities Services 60 Wall Street, 27th Floor New York, NY 10005 Attention: Global Debt Services _____________ Deutsche Bank Trust Co – 11 a2142339zex-99_4.htm EXHIBIT 99.4 QuickLinks -- Click here to rapidly navigate through this document Exhibit 99.4 DEUTSCHE BANK TRUST COMPANY AMERICAS EXCHANGE AGENT AGREEMENT November 22, 2004 Deutsche Bank Trust Co mpany Americas Trust & Securities Services 60 Wall Street, 27th Floor New York, NY 10005 Attention: Global Debt Services Ladies and Gentlemen: AES Gener S.A., a Chilean corporation (the " _____________ Deutsche Bank Trust Co – provided in the Prospectus, in which case the term "Expiration Date" shall mean the latest date and time to which the Exchange Offer is extended. Upon execution of this Agreement, Deutsche Bank Trust Co mpany Americas will act as the Exchange Agent for the Exchange Offer (the "Exchange Agent"). References hereinafter to "you" shall refer to Deutsche Bank Trust Company Americas. Capitalized terms used _____________ Deutsche Bank Trust Co – Upon execution of this Agreement, Deutsche Bank Trust Company Americas will act as the Exchange Agent for the Exchange Offer (the "Exchange Agent"). References hereinafter to "you" shall refer to Deutsche Bank Trust Co mpany Americas. Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed thereto in the Prospectus. A copy of each of the form of letter of _____________ Deutsche Bank Trust Co – or refrain from doing in connection with this Agreement except for your gross negligence, willful misconduct or bad faith. 15. The Company covenants and agrees to indemnify and hold harmless Deutsche Bank Trust Co mpany Americas and its officers, directors, employees, agents and affiliates (collectively, the "Indemnified Parties" and each an "Indemnified Party") against any loss, liability or reasonable expense of any nature (including _____________ dt 1390696
$44	Preview Subscribers	2005	Auction Agent Agreement Auction Agent Agreement (49K) Doc #1007447: Click preview link for longer preview. AUCTION AGENT AGREEMENT Dated as of August 1, 2005 among EL PASO ELECTRIC COMPANY and UNION BANK OF CALIFORNIA, N.A., as Trustee and THE BANK OF NEW YORK, as Auction Agent Relating to $63,500,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding Revenue Bonds, 2005 Series B (El Paso Electric Company Palo Verde Project) and $37,100,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding . . . 1007447	El Paso Electric El Paso Electric Co. ( Electric Utilities ) As referenced in this Auction Agent Agreement: EL PASO ELECTRIC CO – DATED AUGUST 1, 2005 EX-4.40 12 dex440.htm AUCTION AGENT AGREEMENT DATED AUGUST 1, 2005 EXHIBIT 4.40 AUCTION AGENT AGREEMENT Dated as of August 1, 2005 among EL PASO ELECTRIC CO MPANY and UNION BANK OF CALIFORNIA, N.A., as Trustee and THE BANK OF NEW YORK, as Auction Agent Relating to $63,500,000 Maricopa County, Arizona Pollution Control Corporation _____________ (El Paso Electric Co – as Trustee and THE BANK OF NEW YORK, as Auction Agent Relating to $63,500,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding Revenue Bonds, 2005 Series B (El Paso Electric Co mpany Palo Verde Project) and $37,100,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding Revenue Bonds, 2005 Series C (El Paso Electric Company Palo Verde Project) TABLE _____________ (El Paso Electric Co – Revenue Bonds, 2005 Series B (El Paso Electric Company Palo Verde Project) and $37,100,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding Revenue Bonds, 2005 Series C (El Paso Electric Co mpany Palo Verde Project) TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION Section 1.01. Terms Defined by Reference to Each Indenture 1 Section 1.02. Terms _____________ EL PASO ELECTRIC CO – Form of Notice of Cure of ARS Payment Default B-1 ii AUCTION AGENT AGREEMENT THIS AUCTION AGENT AGREEMENT, dated as of August 1, 2005 (the Auction Agent Agreement), among EL PASO ELECTRIC CO MPANY (the Borrower), THE BANK OF NEW YORK, as Auction Agent (the Auction Agent), and UNION BANK OF CALIFORNIA, N.A., as Trustee (the Trustee). WITNESSETH WHEREAS, concurrently with the _____________ (El Paso Electric Co – Auction Agent Agreement, Maricopa County, Arizona Pollution Control Corporation (the Issuer) is offering $63,500,000 in aggregate principal amount of its Pollution Control Refunding Revenue Bonds, 2005 Series B (El Paso Electric Co mpany Palo Verde Project) and $37,100,000 in aggregate principal amount of its Pollution Control Refunding Revenue Bonds, 2005 Series C (El Paso Electric Company Palo Verde Project) (collectively, _____________ dt 1699370 ; BNY Bank of New York ( Money Center Banks ) As referenced in this Auction Agent Agreement: BANK OF NEW YORK, – 1, 2005 EXHIBIT 4.40 AUCTION AGENT AGREEMENT Dated as of August 1, 2005 among EL PASO ELECTRIC COMPANY and UNION BANK OF CALIFORNIA, N.A., as Trustee and THE BANK OF NEW YORK, as Auction Agent Relating to $63,500,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding Revenue Bonds, 2005 Series B (El Paso Electric Company Palo Verde Project) _____________ BANK OF NEW YORK, – Payment Default B-1 ii AUCTION AGENT AGREEMENT THIS AUCTION AGENT AGREEMENT, dated as of August 1, 2005 (the ?Auction Agent Agreement?), among EL PASO ELECTRIC COMPANY (the ?Borrower?), THE BANK OF NEW YORK, as Auction Agent (the ?Auction Agent?), and UNION BANK OF CALIFORNIA, N.A., as Trustee (the ?Trustee?). WITNESSETH WHEREAS, concurrently with the execution and delivery of this Auction Agent _____________ Bank of New York – the Bonds that the Auction Agent determines to have resulted from the implementation of the Auction Procedures. Pursuant to Section 3A.06 of each Indenture, the Trustee hereby appoints The Bank of New York to act as Auction Agent. The Bank of New York hereby accepts such appointment to perform the Auction Procedures, the Settlement Procedures and other duties herein, in the Broker-Dealer _____________ Bank of New York – from the implementation of the Auction Procedures. Pursuant to Section 3A.06 of each Indenture, the Trustee hereby appoints The Bank of New York to act as Auction Agent. The Bank of New York hereby accepts such appointment to perform the Auction Procedures, the Settlement Procedures and other duties herein, in the Broker-Dealer Agreement and in each Indenture specified to be performed by _____________ Bank of New York – 120 S. San Pedro, 4th Floor Los Angeles, California 90012 Attention: Corporate Trust Department Facsimile No.: (213) 972-5694 Telephone No.: (213) 972-5675 If to the Auction Agent, The Bank of New York 101 Barclay Street ? 7W Attention: Corporate Trust Department ? Dealing and Trading Group Facsimile No.: (212) 815-3440 Telephone No.:(212) 815-3450 If to the Issuer, Maricopa County, Arizona _____________ dt 1725052 ;	Citigroup Global Citigroup Global Markets Inc. ( Financial ) As referenced in this Auction Agent Agreement: Citigroup Global Markets Inc – Each Broker-Dealer Agreement shall be substantially in the form of the Broker-Dealer Agreement, dated as of August 1, 2005, by and among the Auction Agent, the Borrower and Citigroup Global Markets Inc ., as Broker-Dealer relating to the Bonds. Existing Owner means (a) with respect to and for the purpose of dealing with the Auction Agent in connection with an Auction, _____________ Citigroup Global Markets Inc – given by the Auction Agent pursuant to this Article II. Section 2.06. Broker-Dealer. On the date hereof, the Auction Agent shall enter into a Broker-Dealer Agreement with Citigroup Global Markets Inc . The Auction Agent shall from time to time enter into such other Broker-Dealer Agreements as the Borrower shall request with written notice to the Trustee, the Auction Agent _____________ dt 1710542 ; Union Bank of CA Union Bank of California, NA ( Financial ) As referenced in this Auction Agent Agreement: UNION BANK OF CALIFORNIA, N – 4.40 12 dex440.htm AUCTION AGENT AGREEMENT DATED AUGUST 1, 2005 EXHIBIT 4.40 AUCTION AGENT AGREEMENT Dated as of August 1, 2005 among EL PASO ELECTRIC COMPANY and UNION BANK OF CALIFORNIA, N .A., as Trustee and THE BANK OF NEW YORK, as Auction Agent Relating to $63,500,000 Maricopa County, Arizona Pollution Control Corporation Pollution Control Refunding Revenue Bonds, 2005 _____________ UNION BANK OF CALIFORNIA, N – AGREEMENT, dated as of August 1, 2005 (the Auction Agent Agreement), among EL PASO ELECTRIC COMPANY (the Borrower), THE BANK OF NEW YORK, as Auction Agent (the Auction Agent), and UNION BANK OF CALIFORNIA, N .A., as Trustee (the Trustee). WITNESSETH WHEREAS, concurrently with the execution and delivery of this Auction Agent Agreement, Maricopa County, Arizona Pollution Control Corporation (the Issuer) is offering $63, _____________ Union Bank of California, N – acceptable to the parties) and shall be given to such party, addressed to it, at its address, facsimile number or e-mail address set forth below: If to the Trustee, Union Bank of California, N .A. 120 S. San Pedro, 4th Floor Los Angeles, California 90012 Attention: Corporate Trust Department Facsimile No.: (213) 972-5694 Telephone No.: (213) 972-5675 If to the Auction _____________ UNION BANK OF CALIFORNIA, N – WHEREOF, the parties hereto have caused this Auction Agent Agreement to be duly executed and delivered by their proper and duly Authorized Representatives as of the date first above written. UNION BANK OF CALIFORNIA, N .A., as Trustee By: Name: Title: EL PASO ELECTRIC COMPANY By: Name: Title: THE BANK OF NEW YORK, as Auction Agent By: Name: Title: 16 EXHIBIT A FORM OF _____________ dt 1706777
$33	Preview Subscribers	2007	Subscription Agent Agreement Subscription Agent Agreement (20K) Doc #3016307: Click preview link for longer preview. SUBSCRIPTION AGENT AGREEMENT August 31, 2007 American Stock Transfer & Trust Company 59 Maiden Lane New York, New York 10038 Ladies and Gentlemen: In connection with your appointment as Subscription Agent in the transaction described herein, Exide Technologies (the ?*Company?), hereby confirms its arrangements with you as follows: 1. Rights Offering* ? The Company is distributing, at no charge, to the record holders of shares of its common stock, par value $0.01 per share (?*Common Stock?), as of 5:00 p.m., New York City time, on August 30, 2007 (the ?Record . . .* 3016307	E.ON AG E.ON AG ( Electric Utilities )