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Exhibit
10.1
Execution
Copy
FOURTH
AMENDMENT
TO
TRANSITION SERVICES
AGREEMENT
THIS FOURTH AMENDMENT TO
TRANSITION SERVICES AGREEMENT (this “ Amendment
”) is entered into as of June 30, 2007 (the “
Effective Date ”), by and between Duke Energy
Corporation, a Delaware corporation (“ Duke Energy
”), and Spectra Energy Corp (f/k/a Gas SpinCo, Inc.), a
Delaware corporation (“ Spectra Energy ”), each
a “ Party ” and together, the “
Parties ”.
R E C I T A L
S:
WHEREAS, the Parties have
entered into that certain Transition Services Agreement dated as of
December 13, 2006, as amended by that certain First Amendment
to Transition Services Agreement dated as of January 1, 2007,
that certain Second Amendment to Transition Services Agreement
dated as of March 30, 2007, and that certain Third Amendment
to Transition Services Agreement dated as of April 30, 2007,
(as so amended, the “ Transition Services Agreement
”); and
WHEREAS, each Party has
determined that it is in the best interests of its stockholders to
amend the Transition Services Agreement as described in this
Amendment.
NOW, THEREFORE, in
consideration of the foregoing premises, the mutual promises and
covenants hereinafter set forth, and other good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties, intending to be legally bound, agree,
effective as of the Effective Date, as follows:
| 1. |
Definitions . All capitalized terms used herein and not
otherwise defined herein shall have the respective meanings set
forth (or otherwise provided for) in the Transition Services
Agreement. |
| 2. |
Amendment to Defined Term “Spectra Energy
Services” . Section 1 of the Transition Services
Agreement is hereby amended by deleting the defined term
“Spectra Energy Services” in its entirety and
substituting in lieu thereof the following: |
“ Spectra Energy
Services ” shall mean the limited enumerated services
described on Schedule B-1 , Schedule B-2, Schedule
B-3 of the Schedules to Transition Services Agreement document
attached hereto and each next consecutive Schedule B through
and including Schedule B-16 included therein.
| 3. |
Amendment to Add Schedule B-16 (Space Sublease for Houston
Servers) . The Schedules to the Transition Services Agreement
are hereby amended by adding a new Schedule B-16 thereto in the
form attached as Exhibit A to this Amendment. |
| 4. |
Amendment to Update Contact Information for Stan Land .
The Schedules to |
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