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. 


 


2





 








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.


 


3





 









                IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of the day and year first above written.


 


SURETY:


 





	
             
 	
            FEDERAL INSURANCE COMPANY
 





 


 





	
             
 	
            By:
 	
            __________________________________________
 









	
             
 	
            Its:
 	
            __________________________________________
 





 


 





	
             
 	
            PRINCIPAL:
 





 





	
             
 	
            INTEGRATED ELECTRICAL SERVICES, INC.
 





 


 





	
             
 	
            By:
 	
            /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock, Senior Vice President
 





 





	
             
 	
            ALADDIN WARD ELECTRIC & AIR, INC.
 









	
             
 	
            AMBER ELECTRIC, INC.
 









	
             
 	
            ARC ELECTRIC, INCORPORATED
 









	
             
 	
            BACHOFNER ELECTRIC, INC.
 









	
             
 	
            BRYANT ELECTRIC COMPANY, INC.
 









	
             
 	
            COMMERCIAL ELECTRICAL CONTRACTORS, INC.
 









	
             
 	
            CROSS STATE ELECTRIC, INC.
 









	
             
 	
            DANIEL ELECTRICAL CONTRACTORS, INC.
 









	
             
 	
            DAVIS ELECTRICAL CONSTRUCTORS, INC.
 









	
             
 	
            ELECTRO-TECH, INC.
 









	
             
 	
            FEDERAL COMMUNICATIONS GROUP, INC.
 









	
             
 	
            HATFIELD REYNOLDS ELECTRIC COMPANY
 









	
             
 	
            KAYTON ELECTRIC, INC.
 









	
             
 	
            MARK HENDERSON, INCORPORATED
 









	
             
 	
            MENNINGA ELECTRIC, INC.
 









	
             
 	
            MID-STATES ELECTRIC COMPANY, INC.
 









	
             
 	
            MITCHELL ELECTRIC COMPANY, INC.
 









	
             
 	
            MURRAY ELECTRICAL CONTRACTORS, INC.
 









	
             
 	
            NEWCOMB ELECTRIC COMPANY, INC.
 









	
             
 	
            NEW TECHNOLOGY ELECTRICAL CONTRACTORS,
 









	
             
 	
            INC.
 









	
             
 	
            PAN AMERICAN ELECTRIC, INC.
 









	
             
 	
            PAULIN ELECTRIC COMPANY, INC.
 









	
             
 	
            PRIMENET, INC.
 









	
             
 	
            PRIMO ELECTRIC COMPANY
 









	
             
 	
            RODGERS ELECTRIC COMPANY, INC.
 





 


4





 











	
             
 	
            RON’S ELECTRIC, INC.
 








	
             
 	
            THOMAS POPP & COMPANY
 









	
             
 	
            VALENTINE ELECTRICAL, INC.
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                     
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            BEXAR ELECTRIC COMPANY, LTD.
 









	
             
 	
            By:
 	
            BW/BEC Inc., its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            HAYMAKER ELECTRIC, LTD.
 









	
             
 	
            By:
 	
            General Partner, Inc., its general partner
 





 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            HOUSTON-STAFFORD ELECTRICAL
 









	
             
 	
            CONTRACTORS LP
 









	
             
 	
            By:
 	
            Houston-Stafford Management LLC, its
 









	
             
 	
            general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            J.W. GRAY ELECTRICAL CONTRACTORS LP
 









	
             
 	
            By:
 	
            J.W. Gray Management LLC, its general
 









	
             
 	
            partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 


5





 











	
             
 	
            MILLS ELECTRIC LP 
 







	
             
 	
            By:
 	
            Mills Management LLC
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            NEAL ELECTRIC LP
 









	
             
 	
            By:
 	
            BW/BEC Inc., its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            POLLOCK SUMMIT ELECTRIC LP
 









	
             
 	
            By:
 	
            Pollock Electric, Inc. and Summit Electric of Texas,
 









	
             
 	
            Inc., its general partners
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            RAINES ELECTRIC LP
 









	
             
 	
            By:
 	
            Raines Management LLC, its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 






 


6





 








 





	
             
 	
            RIVIERA ELECTRIC, LLC
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            TESLA POWER AND AUTOMATION, L.P.
 







	
             
 	
            By:
 	
            Tesla Power GP, Inc., its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 


 





	
             
 	
            INDEMNITORS:
 





 





	
             
 	
            INTEGRATED ELECTRICAL SERVICES, INC.
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock, Senior Vice President
 





 





	
             
 	
            ALADDIN WARD ELECTRIC & AIR, INC.
 









	
             
 	
            AMBER ELECTRIC, INC.
 









	
             
 	
            ARC ELECTRIC, INCORPORATED
 









	
             
 	
            BACHOFNER ELECTRIC, INC.
 









	
             
 	
            BRYANT ELECTRIC COMPANY, INC.
 









	
             
 	
            COMMERCIAL ELECTRICAL CONTRACTORS, INC.
 









	
             
 	
            CROSS STATE ELECTRIC, INC.
 









	
             
 	
            DANIEL ELECTRICAL CONTRACTORS, INC.
 









	
             
 	
            DAVIS ELECTRICAL CONSTRUCTORS, INC.
 









	
             
 	
            ELECTRO-TECH, INC.
 









	
             
 	
            FEDERAL COMMUNICATIONS GROUP, INC.
 









	
             
 	
            HATFIELD REYNOLDS ELECTRIC COMPANY
 









	
             
 	
            KAYTON ELECTRIC, INC.
 









	
             
 	
            MARK HENDERSON, INCORPORATED
 









	
             
 	
            MENNINGA ELECTRIC, INC.
 









	
             
 	
            MID-STATES ELECTRIC COMPANY, INC.
 









	
             
 	
            MITCHELL ELECTRIC COMPANY, INC.
 









	
             
 	
            MURRAY ELECTRICAL CONTRACTORS, INC.
 









	
             
 	
            NEWCOMB ELECTRIC COMPANY, INC.
 









	
             
 	
            NEW TECHNOLOGY ELECTRICAL CONTRACTORS,
 









	
             
 	
            INC.
 









	
             
 	
            PAN AMERICAN ELECTRIC, INC.
 





 


7





 











	
             
 	
            PAULIN ELECTRIC COMPANY, INC.
 









	
             
 	
            PRIMENET, INC.
 









	
             
 	
            PRIMO ELECTRIC COMPANY
 









	
             
 	
            RODGERS ELECTRIC COMPANY, INC.
 









	
             
 	
            RON’S ELECTRIC, INC.
 









	
             
 	
            THOMAS POPP & COMPANY
 





 




	
             
 	
            VALENTINE ELECTRICAL, INC.
 







	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 





Curt Warnock            Vice President


 





	
             
 	
            BEXAR ELECTRIC COMPANY, LTD.
 









	
             
 	
            By:
 	
            BW/BEC Inc., its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            HAYMAKER ELECTRIC, LTD.
 









	
             
 	
            By:
 	
            General Partner, Inc., its general partner
 





 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            HOUSTON-STAFFORD ELECTRICAL
 









	
             
 	
            CONTRACTORS LP
 









	
             
 	
            By:
 	
            Houston-Stafford Management LLC, its
 









	
             
 	
            general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            J.W. GRAY ELECTRICAL CONTRACTORS LP
 









	
             
 	
            By:
 	
            J.W. Gray Management LLC, its general
 









	
             
 	
            partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 


8





 











	
             
 	
            MILLS ELECTRIC LP
 







	
             
 	
            By:
 	
            Mills Management LLC
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            NEAL ELECTRIC LP
 









	
             
 	
            By:
 	
            BW/BEC Inc., its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            POLLOCK SUMMIT ELECTRIC LP
 









	
             
 	
            By:
 	
            Pollock Electric, Inc. and Summit Electric of Texas,
 









	
             
 	
            Inc., its general partners
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            RAINES ELECTRIC LP
 









	
             
 	
            By:
 	
            Raines Management LLC, its general partner
 





 


 





	
             
 	
            By:  /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 





	
             
 	
            RIVIERA ELECTRIC, LLC
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            Vice President
 





 


9





 











	
             
 	
            TESLA POWER AND AUTOMATION, L.P.
 







	
             
 	
            By:
 	
            Tesla Power GP, Inc., its general partner
 





 


 





	
             
 	
            By:
 	
              /s/ Curt Warnock                    
 









	
             
 	
            Curt Warnock
 









	
             
 	
            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
 	
            59-2137098
 	
            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
 	
            74-2767532
 	
            Bexar Electric Company

 

Galbraith Electric

 

Bexar Communications
 
	
            Bryant Electric Company, Inc.
 	
            215 Balfour Drive

Archdale, North Carolina 27263-3117
 	
            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 92880-5419
 	
            Corporation
 	
            California
 	
            95-3657116
 	
            None
 
	
            Daniel Electrical Contractors, Inc.
 	
            5965 NW 82nd Avenue

Miami, Florida 33166
 	
            Corporation
 	
            Florida
 	
            59-2622624
 	
            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 89431-6035
 	
            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 35233-2902
 	
            Limited Partnership
 	
            Alabama
 	
            63-1080688
 	
            None
 
	
            Houston-Stafford Electrical Contractors LP
 	
            10203 Mula Circle

Stafford, Texas 77477
 	
            Limited Partnership
 	
            Texas
 	
            52-2095983
 	
            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
 	
            52-2097983
 	
            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
 	
            52-2095984
 	
            Mills Electrical Contractors
 
	
            Mitchell Electric Company, Inc.
 	
            7138 North 110th Avenue

Glendale, Arizona 85307-2800
 	
            Corporation
 	
            Arizona
 	
            86-0141057
 	
            None
 
	
            Murray Electrical Contractors, Inc.
 	
            2250 Aviation Drive

Roseburg, Oregon 97470
 	
            Corporation
 	
            Delaware
 	
            74-2913067
 	
            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
 	
            74-2918933
 	
            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
 	
            74-2879154
 	
            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
 	
            74-2902100
 	
            None
 
	
            Primo Electric Company
 	
            220 Eighth Avenue NW

Glen Burnie, Maryland 21061
 	
            Corporation
 	
            Delaware
 	
            74-2902099
 	
            B&D Electric, Inc.

 

PrimeNet
 
	
            Raines Electric LP
 	
            2525 Walnut Hill Lane

Dallas, Texas 75229
 	
            Limited Partnership
 	
            Texas
 	
            52-2132532
 	
            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
 	
            74-2925506
 	
            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
 	
            74-2916344
 	
            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
 	
            59-2137098
 	
            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
 	
            74-2767532
 	
            Bexar Electric Company

 

Galbraith Electric

 

Bexar Communications
 
	
            Bryant Electric Company, Inc.
 	
            215 Balfour Drive

Archdale, North Carolina 27263-3117
 	
            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 92880-5419
 	
            Corporation
 	
            California
 	
            95-3657116
 	
            None
 
	
            Daniel Electrical Contractors, Inc.
 	
            5965 NW 82nd Avenue

Miami, Florida 33166
 	
            Corporation
 	
            Florida
 	
            59-2622624
 	
            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 89431-6035
 	
            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 35233-2902
 	
            Limited Partnership
 	
            Alabama
 	
            63-1080688
 	
            None
 
	
            Houston-Stafford Electrical Contractors LP
 	
            10203 Mula Circle

Stafford, Texas 77477
 	
            Limited Partnership
 	
            Texas
 	
            52-2095983
 	
            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
 	
            52-2097983
 	
            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
 	
            52-2095984
 	
            Mills Electrical Contractors
 
	
            Mitchell Electric Company, Inc.
 	
            7138 North 110th Avenue

Glendale, Arizona 85307-2800
 	
            Corporation
 	
            Arizona
 	
            86-0141057
 	
            None
 
	
            Murray Electrical Contractors, Inc.
 	
            2250 Aviation Drive

Roseburg, Oregon 97470
 	
            Corporation
 	
            Delaware
 	
            74-2913067
 	
            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
 	
            74-2918933
 	
            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
 	
            74-2879154
 	
            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
 	
            74-2902100
 	
            None
 





 


 



 





3


 








 





	
            Primo Electric Company
 	
            220 Eighth Avenue NW

Glen Burnie, Maryland 21061
 	
            Corporation
 	
            Delaware
 	
            74-2902099
 	
            B&D Electric, Inc.

 

PrimeNet
 
	
            Raines Electric LP
 	
            2525 Walnut Hill Lane

Dallas, Texas 75229
 	
            Limited Partnership
 	
            Texas
 	
            52-2132532
 	
            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
 	
            74-2925506
 	
            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
 	
            74-2916344
 	
            Valentine Communications
 





 


 





4