First Amendment, dated as of October 30, 2006, to the Restated Underwriting, Continuing Indemnity, and Security Agreement, dated May 12, 2006, by Integrated Electrical Services, Inc., certain of its subsidiaries and Federal Insurance Company and certain of its affiliates
Exhibit 10.1
FIRST AMENDMENT TO RESTATED UNDERWRITING, CONTINUING
INDEMNITY, AND SECURITY AGREEMENT
THIS FIRST AMENDMENT TO RESTATED UNDERWRITING, CONTINUING INDEMNITY, AND SECURITY AGREEMENT (“this First Amendment”) is entered into as of the 30th day of October, 2006, by and among INTEGRATED ELECTRICAL SERVICES, INC., a Tennessee corporation, and certain of its Affiliates and Subsidiaries identified on Exhibit A, in their capacity as named Principal under any Bond (individually and collectively “Principal”); and INTEGRATED ELECTRICAL SERVICES, INC., a Delaware corporation, and certain of its Affiliates and Subsidiaries identified on Exhibit B (along with Principal, individually and collectively “Indemnitors”); and FEDERAL INSURANCE COMPANY, an Indiana corporation, its Affiliates and Subsidiaries and their respective co-sureties and reinsurers, and their respective successors and permitted assigns (individually and collectively “Surety”). All capitalized terms will have the meaning set out in Section 1.
W I T N E S S E T H:
WHEREAS, Indemnitors and Surety entered into that certain Restated Underwriting, Continuing Indemnity, and Security Agreement dated as of May 12, 2006 (“the Agreement”), the terms of which are incorporated herein by this reference; and
WHEREAS, the parties desire to enter into this First Amendment for the purpose of amending and modifying the Agreement, as set out in this First Amendment.
NOW, THEREFORE, in consideration of the foregoing premises and other mutual considerations, the undersigned agree as follows:
1. Definitions. Unless otherwise specifically defined in this First Amendment, all capitalized terms will have the meaning set out in the Agreement.
The definition “Goochland Letter of Credit” is deleted from the Agreement.
The references to April 30, 2006, in the definition of “Surety Loss” is hereby deleted and replaced with references to October 31, 2006. The foregoing exclusion of certain professional fees incurred on or before October 31, 2006, is conditioned on Surety’s receipt of the facility fee required under with Section 4 of this First Amendment.
2. Bonds; Conditions Precedent to all Bonds. The references to Valentine Electrical, Inc. and Daniel Electrical Contractors, Inc. are deleted from paragraph (e) of Section 3 of the Agreement. Paragraphs (h) and (l) of Section 3 are deleted in their entirety and replaced with “[Intentionally Omitted].”
3. Security Interest; Obligations Secured. The second paragraph of Section 5 of the Agreement is deleted in its entirety. Subject to the provisions of Section 4 of this First Amendment regarding the payment of a facility fee, and provided, that, no Event of Default has
occurred: (i) as soon as possible after the receipt by Surety of this First Amendment fully executed by Indemnitors, Surety will return to Indemnitors all of the Existing Pledged Collateral that is in excess of Fourteen Million Two Hundred Fifty Two Thousand Forty-Five Dollars ($14,252,045); and (ii) on January 2, 2007, Surety will return to Indemnitors all of the Existing Pledged Collateral that is in excess of Fourteen Million Two Thousand Forty-Five ($14,002,045). The forgoing amounts of Existing Pledged Collateral to be returned to Indemnitors have been determined after the payment of the facility fee referred to in Section 4. The Existing Pledged Collateral that Surety returns to Indemnitors will be returned free and clear of all Liens. Other than the Existing Pledged Collateral that is returned to Indemnitors by Surety, Surety will retain its first priority Lien and security interest in all of the Existing Pledged Collateral in the principal amount of Fourteen Million Two Thousand Forty-Five Dollars ($14,002,045) (plus any interest and earnings that accrue after January 2, 2007) as additional security for any and all Surety Loss. Surety will also retain the Existing Letters of Credit. On January 3, 2007, the principal amount of the Existing Pledged Collateral that is retained by Surety plus the aggregate face amount of the Existing Letters of Credit will be equal to Thirty Five Million Dollars ($35,000,000).
4. Facility Fee. In consideration of Surety’s agreement to enter into this First Amendment, Indemnitors will pay to Surety a facility fee in the amount of Five Hundred Thousand Dollars ($500,000). Two Hundred Fifty Thousand Dollars ($250,000) of the foregoing facility fee will be due and payable contemporaneously with the execution of this Agreement and it will be deducted by Surety from the Existing Pledged Collateral that would otherwise be returned to Indemnitors. The remainder of the facility fee will be due and payable by Indemnitors on or before January 2, 2007, and will be deducted from the Existing Pledged Collateral that would otherwise be returned to Indemnitors.
5. Premium Payment. The reference to Seventeen 50/100 Dollars ($17.50) found in Section 11 of the Agreement is hereby deleted and replaced with the reference to Fifteen Dollars ($15).
6. Representations and Warranties of Indemnitors. Each Indemnitor represents and warrants to Surety that all of the representations and warranties made by Indemnitors in the Agreement (whether made as an Indemnitor or as a Principal) and in this First Amendment are true and correct as applicable to such Principal or Indemnitor in all material respects, as of the date hereof (except to the extent its representations and warranties specifically relate to an earlier date). In addition, Indemnitors represent and warrant that Valentine Electrical, Inc. and Daniel Electrical Contractors, Inc. are not insolvent within the meaning of the Bankruptcy Case.
7. Binding Effect. By executing this First Amendment, each signatory that was not a signatory to the Agreement will be deemed to be an Indemnitor under the terms of the Agreement as though such Indemnitor were an original signatory thereto.
8. Continuing Effect. Except as specifically set forth in this First Amendment, the Agreement remains in full force and effect as originally written.
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9. Counterparts. This First Amendment may be executed by the parties independently in any number of counterparts, all of which together will constitute but one and the same instrument which is valid and effective as if all parties had executed the same counterpart.
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IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of the day and year first above written.
SURETY:
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| FEDERAL INSURANCE COMPANY |
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| By: | __________________________________________ |
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| Its: | __________________________________________ |
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| PRINCIPAL: |
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| INTEGRATED ELECTRICAL SERVICES, INC. |
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| By: | /s/ Curt Warnock |
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| Curt Warnock, Senior Vice President |
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| ALADDIN WARD ELECTRIC & AIR, INC. |
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| AMBER ELECTRIC, INC. |
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| ARC ELECTRIC, INCORPORATED |
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| BACHOFNER ELECTRIC, INC. |
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| BRYANT ELECTRIC COMPANY, INC. |
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| COMMERCIAL ELECTRICAL CONTRACTORS, INC. |
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| CROSS STATE ELECTRIC, INC. |
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| DANIEL ELECTRICAL CONTRACTORS, INC. |
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| DAVIS ELECTRICAL CONSTRUCTORS, INC. |
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| ELECTRO-TECH, INC. |
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| FEDERAL COMMUNICATIONS GROUP, INC. |
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| HATFIELD REYNOLDS ELECTRIC COMPANY |
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| KAYTON ELECTRIC, INC. |
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| MARK HENDERSON, INCORPORATED |
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| MENNINGA ELECTRIC, INC. |
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| MID-STATES ELECTRIC COMPANY, INC. |
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| MITCHELL ELECTRIC COMPANY, INC. |
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| MURRAY ELECTRICAL CONTRACTORS, INC. |
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| NEWCOMB ELECTRIC COMPANY, INC. |
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| NEW TECHNOLOGY ELECTRICAL CONTRACTORS, |
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| INC. |
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| PAN AMERICAN ELECTRIC, INC. |
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| PAULIN ELECTRIC COMPANY, INC. |
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| PRIMENET, INC. |
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| PRIMO ELECTRIC COMPANY |
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| RODGERS ELECTRIC COMPANY, INC. |
4
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| RON’S ELECTRIC, INC. |
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| THOMAS POPP & COMPANY |
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| VALENTINE ELECTRICAL, INC. |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| BEXAR ELECTRIC COMPANY, LTD. |
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| By: | BW/BEC Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| HAYMAKER ELECTRIC, LTD. |
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| By: | General Partner, Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| HOUSTON-STAFFORD ELECTRICAL |
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| CONTRACTORS LP |
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| By: | Houston-Stafford Management LLC, its |
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| general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| J.W. GRAY ELECTRICAL CONTRACTORS LP |
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| By: | J.W. Gray Management LLC, its general |
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| partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
5
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| MILLS ELECTRIC LP |
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| By: | Mills Management LLC |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| NEAL ELECTRIC LP |
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| By: | BW/BEC Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| POLLOCK SUMMIT ELECTRIC LP |
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| By: | Pollock Electric, Inc. and Summit Electric of Texas, |
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| Inc., its general partners |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| RAINES ELECTRIC LP |
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| By: | Raines Management LLC, its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
6
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| RIVIERA ELECTRIC, LLC |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| TESLA POWER AND AUTOMATION, L.P. |
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| By: | Tesla Power GP, Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| INDEMNITORS: |
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| INTEGRATED ELECTRICAL SERVICES, INC. |
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| By: | /s/ Curt Warnock |
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| Curt Warnock, Senior Vice President |
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| ALADDIN WARD ELECTRIC & AIR, INC. |
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| AMBER ELECTRIC, INC. |
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| ARC ELECTRIC, INCORPORATED |
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| BACHOFNER ELECTRIC, INC. |
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| BRYANT ELECTRIC COMPANY, INC. |
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| COMMERCIAL ELECTRICAL CONTRACTORS, INC. |
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| CROSS STATE ELECTRIC, INC. |
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| DANIEL ELECTRICAL CONTRACTORS, INC. |
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| DAVIS ELECTRICAL CONSTRUCTORS, INC. |
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| ELECTRO-TECH, INC. |
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| FEDERAL COMMUNICATIONS GROUP, INC. |
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| HATFIELD REYNOLDS ELECTRIC COMPANY |
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| KAYTON ELECTRIC, INC. |
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| MARK HENDERSON, INCORPORATED |
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| MENNINGA ELECTRIC, INC. |
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| MID-STATES ELECTRIC COMPANY, INC. |
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| MITCHELL ELECTRIC COMPANY, INC. |
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| MURRAY ELECTRICAL CONTRACTORS, INC. |
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| NEWCOMB ELECTRIC COMPANY, INC. |
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| NEW TECHNOLOGY ELECTRICAL CONTRACTORS, |
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| INC. |
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| PAN AMERICAN ELECTRIC, INC. |
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| PAULIN ELECTRIC COMPANY, INC. |
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| PRIMENET, INC. |
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| PRIMO ELECTRIC COMPANY |
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| RODGERS ELECTRIC COMPANY, INC. |
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| RON’S ELECTRIC, INC. |
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| THOMAS POPP & COMPANY |
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| VALENTINE ELECTRICAL, INC. |
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| By: | /s/ Curt Warnock |
Curt Warnock Vice President
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| BEXAR ELECTRIC COMPANY, LTD. |
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| By: | BW/BEC Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| HAYMAKER ELECTRIC, LTD. |
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| By: | General Partner, Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| HOUSTON-STAFFORD ELECTRICAL |
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| CONTRACTORS LP |
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| By: | Houston-Stafford Management LLC, its |
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| general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
|
| Vice President |
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| J.W. GRAY ELECTRICAL CONTRACTORS LP |
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| By: | J.W. Gray Management LLC, its general |
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| partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
8
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| MILLS ELECTRIC LP |
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| By: | Mills Management LLC |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| NEAL ELECTRIC LP |
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| By: | BW/BEC Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| POLLOCK SUMMIT ELECTRIC LP |
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| By: | Pollock Electric, Inc. and Summit Electric of Texas, |
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| Inc., its general partners |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| RAINES ELECTRIC LP |
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| By: | Raines Management LLC, its general partner |
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| By: /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
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| RIVIERA ELECTRIC, LLC |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
9
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| TESLA POWER AND AUTOMATION, L.P. |
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| By: | Tesla Power GP, Inc., its general partner |
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| By: | /s/ Curt Warnock |
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| Curt Warnock |
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| Vice President |
10
PRINCIPAL
| PRINCIPAL | PRINCIPAL PLACE OF BUSINESS/CHIEF EXECUTIVE OFFICE (Six Months and Current) | TYPE OF ENTITY | STATE OF FORMATION/ REGISTRATION | TAX I.D. NUMBER | TRADE NAME (Past Six Months) |
| Integrated Electrical Services, Inc. | 1800 West Loop South, Suite 500 Houston, Texas 77027 | Corporation | Delaware | 76-0542208 | IES |
| Aladdin Ward Electric & Air, Inc. | 7011 15th Street East Sarasota, Florida 34243 | Corporation | Florida | 59 ###-###-#### | None |
| Amber Electric, Inc. | 630 Kissimmee Avenue Ocoee, Florida 34761 | Corporation | Florida | 59-1888807 | None |
| ARC Electric, Incorporated | 500 Woodlake Drive Suite 105 Chesapeake, Virginia 23320 | Corporation | Delaware | 76-0581695 | ARC Electric
PrimeNet |
| Bachofner Electric, Inc. | 20811 NW Cornell Road, Suite 400 Hillsboro, Oregon 97124 | Corporation | Delaware | 76-0593514 | None |
| Bexar Electric Company, Ltd. | 6223 IH 10 West San Antonio, Texas 78201 | Limited Partnership | Texas | 74 ###-###-#### | Bexar Electric Company
Galbraith Electric
Bexar Communications |
| Bryant Electric Company, Inc. | 215 Balfour Drive Archdale, North Carolina ###-###-#### | Corporation | North Carolina | 56-0154780 | None |
| Commercial Electrical Contractors, Inc. | 975 Millbury Street Worcester, Massachusetts 01607 | Corporation | Delaware | 76-0587343 | Commercial Communications
Advantage Controls |
| Cross State Electric, Inc. | 2445 Railroad Street Corona, California ###-###-#### | Corporation | California | 95 ###-###-#### | None |
| Daniel Electrical Contractors, Inc. | 5965 NW 82nd Avenue Miami, Florida 33166 | Corporation | Florida | 59 ###-###-#### | Daniel Electrical
Daniel Electrical of West Palm Beach
Daniel Electrical – Treasure Coast
East Coast Electric
Collier Electric
Collier-Daniel Electric |
EXHIBIT A
| PRINCIPAL | PRINCIPAL PLACE OF BUSINESS/CHIEF EXECUTIVE OFFICE (Six Months and Current) | TYPE OF ENTITY | STATE OF FORMATION/ REGISTRATION | TAX I.D. NUMBER | TRADE NAME (Past Six Months) |
| Davis Electrical Constructors, Inc. | 429 N. Main Street Greenville, South Carolina 29601 | Corporation | South Carolina | 57-0474303 | Davis International, a division of Davis Electrical Constructors, Inc.
Davis Constructors |
| Electro-Tech, Inc. | 1235 Coney Island Drive Sparks, Nevada ###-###-#### | Corporation | Nevada | 88-0200302 | Electro-Tech of Nevada |
| Federal Communications Group, Inc. | 2328 West Huntington Drive Tempe, Arizona 85282 | Corporation | Delaware | 85-0461441 | Apex Tele-Communications Training Solutions |
| Hatfield Reynolds Electric Company | 945 West Deer Valley Road, Suite 1 Phoenix, Arizona 85027 | Corporation | Arizona | 86-0565738 | Hatfield Reynolds Electric |
| Haymaker Electric, Ltd. | 2928 6th Avenue South Birmingham, Alabama ###-###-#### | Limited Partnership | Alabama | 63-1080688 | None |
| Houston-Stafford Electrical Contractors LP | 10203 Mula Circle Stafford, Texas 77477 | Limited Partnership | Texas | 52 ###-###-#### | Houston Stafford Electric
HSE Electrical Contractors
HSE Alarm Systems
HSE Special Systems
Austin-Stafford Electric
Copious Technologies
HSE Electrical Services |
| J.W. Gray Electrical Contractors LP | 6510 Burgeois Road Houston, TX 77066 | Limited Partnership | Texas | 52 ###-###-#### | Gray Electric
SecurePro Alarm Systems
IES Multifamily Resources |
| Kayton Electric, Inc. | 120 South Lincoln Street Holdrege, Nebraska 68949 | Corporation | Nebraska | 47-0623159 | None |
| Mark Henderson, Incorporated | 5322 Snapfinger Park Drive Decatur, Georgia 30035-4040 | Corporation | Delaware | 76-0576830 | Mark Henderson |
| Menninga Electric, Inc. | 905 West 8th Street Pella, Iowa 50219 | Corporation | Delaware | 76-0575872 | None |
2
| PRINCIPAL | PRINCIPAL PLACE OF BUSINESS/CHIEF EXECUTIVE OFFICE (Six Months and Current) | TYPE OF ENTITY | STATE OF FORMATION/ REGISTRATION | TAX I.D. NUMBER | TRADE NAME (Past Six Months) |
| Mid-States Electric Company, Inc. | 117 North Conalco Drive Jackson, Tennessee 38301 | Corporation | Delaware | 62-1746956 | None |
| Mills Electric LP | 2525 Walnut Hill Lane Dallas, Texas 75229 | Limited Partnership | Texas | 52 ###-###-#### | Mills Electrical Contractors |
| Mitchell Electric Company, Inc. | 7138 North 110th Avenue Glendale, Arizona ###-###-#### | Corporation | Arizona | 86-0141057 | None |
| Murray Electrical Contractors, Inc. | 2250 Aviation Drive Roseburg, Oregon 97470 | Corporation | Delaware | 74 ###-###-#### | None |
| Neal Electric LP | 1608 Royston Lane Building 2 Round Rock, Texas 78664 | Limited Partnership | Texas | 76-0657784 | None |
| Newcomb Electric Company, Inc. | 2708 Shenandoah Avenue Roanoke, Virginia 24017 | Corporation | Delaware | 76-0611653 | None |
| New Technology Electrical Contractors, Inc. | 20811 NW Cornell Road Suite 400 Hillsboro, Oregon 97124-5611 | Corporation | Delaware | 74 ###-###-#### | New Tech Electric
New Tech Services
Data Tech Communications
Bachofner Electric-Oregon
Bachofner Datacomm, Inc. |
| Pan American Electric, Inc. | 1300 Fort Negley Boulevard Nashville, Tennessee 37203 | Corporation | Tennessee | 62-0985675 | None |
| Paulin Electric Company, Inc. | 8803 National Turnpike Fairdale, Kentucky 40118 | Corporation | Delaware | 74 ###-###-#### | Paulin Electric
Woods Electric
Hanen Electric
T&O Controls |
| Pollock Summit Electric LP | 6510 Burgeois Road Houston, TX 77066 | Limited Partnership | Texas | 76-0569180 | Pollock Summit Electric |
| PrimeNet, Inc. | 220 Eighth Avenue NW Glen Burnie, Maryland 21061 | Corporation | Delaware | 74 ###-###-#### | None |
| Primo Electric Company | 220 Eighth Avenue NW Glen Burnie, Maryland 21061 | Corporation | Delaware | 74 ###-###-#### | B&D Electric, Inc.
PrimeNet |
| Raines Electric LP | 2525 Walnut Hill Lane Dallas, Texas 75229 | Limited Partnership | Texas | 52 ###-###-#### | Raines Electrical Contractors |
| Riviera Electric, LLC | 5001 South Zuni Littleton, Colorado 80120 | Limited Liability Company | Delaware | 03-0507360 | Riviera Electric |
| Rodgers Electric Company, Inc. | 1611 East Marine View Drive Everett, Washington 98201 | Corporation | Washington | 91-1004905 | None |
3
| PRINCIPAL | PRINCIPAL PLACE OF BUSINESS/CHIEF EXECUTIVE OFFICE (Six Months and Current) | TYPE OF ENTITY | STATE OF FORMATION/ REGISTRATION | TAX I.D. NUMBER | TRADE NAME (Past Six Months) |
| Ron’s Electric, Inc. | 2017 Demers Avenue Grand Forks, North Dakota 58201 | Corporation | Delaware | 74 ###-###-#### | IES-North Plains |
| Tesla Power and Automation, L.P. | 6510 Bourgeois Houston, Texas 77066 | Limited Partnership | Texas | 76-0592351 |
|
| Thomas Popp & Company | 10152 International Blvd. Cincinnati, Ohio 45246 | Corporation | Ohio | 31-1112666 | None |
| Valentine Electrical, Inc. | 104 Green Chimneys Court Ashland, Virginia 23005 | Corporation | Delaware | 74 ###-###-#### | Valentine Communications |
4
INDEMNITORS
| INDEMNITOR | PRINCIPAL PLACE OF BUSINESS/CHIEF EXECUTIVE OFFICE (Six Months and Current) | TYPE OF ENTITY | STATE OF FORMATION/ REGISTRATION | TAX I.D. NUMBER | TRADE NAME (Past Six Months) |
| Integrated Electrical Services, Inc. | 1800 West Loop South, Suite 500 Houston, Texas 77027 | Corporation | Delaware | 76-0542208 | IES |
| Aladdin Ward Electric & Air, Inc. | 7011 15th Street East Sarasota, Florida 34243 | Corporation | Florida | 59 ###-###-#### | None |
| Amber Electric, Inc. | 630 Kissimmee Avenue Ocoee, Florida 34761 | Corporation | Florida | 59-1888807 | None |
| ARC Electric, Incorporated | 500 Woodlake Drive Suite 105 Chesapeake, Virginia 23320 | Corporation | Delaware | 76-0581695 | ARC Electric
PrimeNet |
| Bachofner Electric, Inc. | 20811 NW Cornell Road, Suite 400 Hillsboro, Oregon 97124 | Corporation | Delaware | 76-0593514 | None |
| Bexar Electric Company, Ltd. | 6223 IH 10 West San Antonio, Texas 78201 | Limited Partnership | Texas | 74 ###-###-#### | Bexar Electric Company
Galbraith Electric
Bexar Communications |
| Bryant Electric Company, Inc. | 215 Balfour Drive Archdale, North Carolina ###-###-#### | Corporation | North Carolina | 56-0154780 | None |
| Commercial Electrical Contractors, Inc. | 975 Millbury Street Worcester, Massachusetts 01607 | Corporation | Delaware | 76-0587343 | Commercial Communications
Advantage Controls |
| Cross State Electric, Inc. | 2445 Railroad Street Corona, California ###-###-#### | Corporation | California | 95 ###-###-#### | None |
| Daniel Electrical Contractors, Inc. | 5965 NW 82nd Avenue Miami, Florida 33166 | Corporation | Florida | 59 ###-###-#### | Daniel Electrical
Daniel Electrical of West Palm Beach
Daniel Electrical – Treasure Coast
East Coast Electric
Collier Electric
Collier-Daniel Electric |
EXHIBIT B
| INDEMNITOR | PRINCIPAL PLACE OF BUSINESS/CHIEF EXECUTIVE OFFICE (Six Months and Current) | TYPE OF ENTITY | STATE OF FORMATION/ REGISTRATION | TAX I.D. NUMBER | TRADE NAME (Past Six Months) |
| Davis Electrical Constructors, Inc. | 429 N. Main Street Greenville, South Carolina 29601 | Corporation | South Carolina | 57-0474303 | Davis International, a division of Davis Electrical Constructors, Inc.
Davis Constructors |
| Electro-Tech, Inc. | 1235 Coney Island Drive Sparks, Nevada ###-###-#### | Corporation | Nevada | 88-0200302 | Electro-Tech of Nevada |
| Federal Communications Group, Inc. | 2328 West Huntington Drive Tempe, Arizona 85282 | Corporation | Delaware | 85-0461441 | Apex Tele-Communications Training Solutions |
| Hatfield Reynolds Electric Company | 945 West Deer Valley Road, Suite 1 Phoenix, Arizona 85027 | Corporation | Arizona | 86-0565738 | Hatfield Reynolds Electric |
| Haymaker Electric, Ltd. | 2928 6th Avenue South Birmingham, Alabama ###-###-#### | Limited Partnership | Alabama | 63-1080688 | None |
| Houston-Stafford Electrical Contractors LP | 10203 Mula Circle Stafford, Texas 77477 | Limited Partnership | Texas | 52 ###-###-#### | Houston Stafford Electric
HSE Electrical Contractors
HSE Alarm Systems
HSE Special Systems
Austin-Stafford Electric
Copious Technologies
HSE Electrical Services |
| J.W. Gray Electrical Contractors LP | 6510 Burgeois Road Houston, TX 77066 | Limited Partnership | Texas | 52 ###-###-#### | Gray Electric
SecurePro Alarm Systems
IES Multifamily Resources |
2
| Kayton Electric, Inc. | 120 South Lincoln Street Holdrege, Nebraska 68949 | Corporation | Nebraska | 47-0623159 | None |
| Mark Henderson, Incorporated | 5322 Snapfinger Park Drive Decatur, Georgia 30035-4040 | Corporation | Delaware | 76-0576830 | Mark Henderson |
| Menninga Electric, Inc. | 905 West 8th Street Pella, Iowa 50219 | Corporation | Delaware | 76-0575872 | None |
| Mid-States Electric Company, Inc. | 117 North Conalco Drive Jackson, Tennessee 38301 | Corporation | Delaware | 62-1746956 | None |
| Mills Electric LP | 2525 Walnut Hill Lane Dallas, Texas 75229 | Limited Partnership | Texas | 52 ###-###-#### | Mills Electrical Contractors |
| Mitchell Electric Company, Inc. | 7138 North 110th Avenue Glendale, Arizona ###-###-#### | Corporation | Arizona | 86-0141057 | None |
| Murray Electrical Contractors, Inc. | 2250 Aviation Drive Roseburg, Oregon 97470 | Corporation | Delaware | 74 ###-###-#### | None |
| Neal Electric LP | 1608 Royston Lane Building 2 Round Rock, Texas 78664 | Limited Partnership | Texas | 76-0657784 | None |
| Newcomb Electric Company, Inc. | 2708 Shenandoah Avenue Roanoke, Virginia 24017 | Corporation | Delaware | 76-0611653 | None |
| New Technology Electrical Contractors, Inc. | 20811 NW Cornell Road Suite 400 Hillsboro, Oregon 97124-5611 | Corporation | Delaware | 74 ###-###-#### | New Tech Electric
New Tech Services
Data Tech Communications
Bachofner Electric-Oregon
Bachofner Datacomm, Inc. |
| Pan American Electric, Inc. | 1300 Fort Negley Boulevard Nashville, Tennessee 37203 | Corporation | Tennessee | 62-0985675 | None |
| Paulin Electric Company, Inc. | 8803 National Turnpike Fairdale, Kentucky 40118 | Corporation | Delaware | 74 ###-###-#### | Paulin Electric
Woods Electric
Hanen Electric
T&O Controls |
| Pollock Summit Electric LP | 6510 Bourgeouis Road Houston, TX 77066 | Limited Partnership | Texas | 76-0569180 | Pollock Summit Electric |
| PrimeNet, Inc. | 220 Eighth Avenue NW Glen Burnie, Maryland 21061 | Corporation | Delaware | 74 ###-###-#### | None |
3
| Primo Electric Company | 220 Eighth Avenue NW Glen Burnie, Maryland 21061 | Corporation | Delaware | 74 ###-###-#### | B&D Electric, Inc.
PrimeNet |
| Raines Electric LP | 2525 Walnut Hill Lane Dallas, Texas 75229 | Limited Partnership | Texas | 52 ###-###-#### | Raines Electrical Contractors |
| Riviera Electric, LLC | 5001 South Zuni Littleton, Colorado 80120 | Limited Liability Company | Delaware | 03-0507360 | Riviera Electric |
| Rodgers Electric Company, Inc. | 1611 East Marine View Drive Everett, Washington 98201 | Corporation | Washington | 91-1004905 | None |
| Ron’s Electric, Inc. | 2017 Demers Avenue Grand Forks, North Dakota 58201 | Corporation | Delaware | 74 ###-###-#### | IES-North Plains |
| Tesla Power and Automation, L.P. | 6510 Bourgeois Houston, Texas 77066 | Limited Partnership | Texas | 76-0592351 |
|
| Thomas Popp & Company | 10152 International Blvd. Cincinnati, Ohio 45246 | Corporation | Ohio | 31-1112666 | None |
| Valentine Electrical, Inc. | 104 Green Chimneys Court Ashland, Virginia 23005 | Corporation | Delaware | 74 ###-###-#### | Valentine Communications |
4
