Common use of Other Forward Clause in Contracts

Other Forward. Party A acknowledges that Party B has entered into two substantially identical forward transactions for its Shares on the date hereof (the “Other Forwards”) with an affiliate of Xxxxxx Xxxxxxx Party A and Party B agree that if Party B designates a Settlement Date with respect to either of the Other Forwards and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward coincides for any period of time with an Unwind Period for the Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day that is not a Suspension Day during such Overlap Unwind Period, commencing on the second day of such Overlap Unwind Period; provided that if such second day of such Overlap Unwind Period is a day on which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding this proviso, then Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day during such Overlap Unwind Period, commencing on the first day of such Overlap Unwind Period.

Other Forward. Party A acknowledges that Party B has entered into two a substantially identical forward transactions transaction for its the Shares on the date hereof (the “Other ForwardsForward”) with an affiliate of Xxxxxx Xxxxxxx Xxxxx Fargo Bank, National Association Party A and Party B agree that if Party B designates a Settlement Date with respect to either of the Other Forwards Forward and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward coincides for any period of time with an Unwind Period for the this Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the this Transaction on and the resulting Unwind Period shall include only every other second Exchange Business Day that is not a Suspension Day during such Overlap Unwind PeriodPeriod (in the case of an Overlap Unwind Period that coincides with an Unwind Period under the Other Forward), in each case as notified by Party B, commencing on the first or second day Exchange Business Day of such Overlap Unwind Period; provided , as notified by Party B. For the avoidance of doubt the operation of this “Other Forward” provision shall not be deemed to give rise to a Disrupted Day or other adjustment to this Transaction. Please confirm that if such second day the foregoing correctly sets forth the terms of such Overlap Unwind Period is a day on which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding our agreement by signing and returning this provisoConfirmation. Yours faithfully, then Party A shall only be permitted to purchase Shares to unwind its hedge in respect X.X. XXXXXX SECURITIES LLC, as agent for JPMorgan Chase Bank, National Association By: /s/ Alaoui Zenere Name: Alaoui Zenere Title: Vice President Confirmed as of the Transaction on every other Exchange Business Day during such Overlap Unwind Perioddate first written above: AMERICAN WATER WORKS COMPANY, commencing on the first day of such Overlap Unwind Period.INC. By: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President and Treasurer

Other Forward. Party A acknowledges that Party B has entered into two substantially identical forward transactions for its Shares on the date hereof (the “Other Forwards”) with an affiliate affiliates of each of Deutsche Bank Securities Inc. and Mxxxxxx Lxxxx, Pxxxxx Xxxxxx Xxxxxxx & Sxxxx Incorporated. Party A and Party B agree that if Party B designates a Settlement Date with respect to either one or both of the Other Forwards and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward (or Other Forwards, as the case may be) coincides for any period of time with an Unwind Period for the Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day that is not a Suspension Day during such Overlap Unwind Period, commencing on Period (if the second day of such Overlap Unwind Period; provided Period is with respect to one Other Forward) or on every third Exchange Business Day that if such second day of is not a Suspension Day during such Overlap Unwind Period (if the Overlap Unwind Period is a day on with respect to both Other Forwards). Party B shall specify in any Settlement Notice that triggers an Overlap Unwind Period with respect to one Other Forward or with respect to both Other Forwards, as the case may be, which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding this proviso, then Party A shall only forward counterparty will be permitted to purchase Shares to unwind its hedge in respect of its Transaction first and second or first, second and third, as the Transaction on every other Exchange Business Day during such Overlap Unwind Period, commencing on the first day of such Overlap Unwind Periodcase may be.

Other Forward. Party A acknowledges that Party B has entered into two substantially identical forward transactions for its Shares on the date hereof and on May 19, 2009 respectively (the “Other Forwards”) with an affiliate of Xxxxxx Xxxxxxx Xxxxxxx, Xxxxx & Co. Party A and Party B agree that if Party B designates a Settlement Date with respect to either of the Other Forwards and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward coincides for any period of time with an Unwind Period for the Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day that is not a Suspension Day during such Overlap Unwind Period, commencing on the second first day of such Overlap Unwind Period; provided that if such second first day of such Overlap Unwind Period is a day on which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding this proviso, then Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day during such Overlap Unwind Period, commencing on the first second day of such Overlap Unwind Period.

Other Forward. Party A acknowledges that Party B has entered into two substantially identical forward transactions for its Shares on the date hereof (the “Other Forwards”) with an affiliate of Xxxxxx Xxxxxxx Xxxxxxx, Xxxxx & Co. Party A and Party B agree that if Party B designates a Settlement Date with respect to either of the Other Forwards and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward coincides for any period of time with an Unwind Period for the Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day that is not a Suspension Day during such Overlap Unwind Period, commencing on the second first day of such Overlap Unwind Period; provided that if such second first day of such Overlap Unwind Period is a day on which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding this proviso, then Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day during such Overlap Unwind Period, commencing on the first second day of such Overlap Unwind Period.

Other Forward. Party A acknowledges that Party B has entered into two substantially identical forward transactions for its Shares on the date hereof and on May 19, 2009 respectively (the “Other Forwards”) with an affiliate of Xxxxxx Xxxxxxx Party A and Party B agree that if Party B designates a Settlement Date with respect to either of the Other Forwards and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward coincides for any period of time with an Unwind Period for the Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day that is not a Suspension Day during such Overlap Unwind Period, commencing on the second day of such Overlap Unwind Period; provided that if such second day of such Overlap Unwind Period is a day on which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding this proviso, then Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the Transaction on every other Exchange Business Day during such Overlap Unwind Period, commencing on the first day of such Overlap Unwind Period.

Other Forward. Party A acknowledges that Party B has entered into two a substantially identical forward transactions transaction for its the Shares on the date hereof (the “Other ForwardsForward”) with an affiliate of Xxxxxx Xxxxxxx JPMorgan Chase Bank, National Association. Party A and Party B agree that if Party B designates a Settlement Date with respect to either of the Other Forwards Forward and for which Cash Settlement or Net Share Settlement is applicable, and the resulting Unwind Period for such Other Forward coincides for any period of time with an Unwind Period for the this Transaction (the “Overlap Unwind Period”), Party B shall notify Party A prior to the commencement of such Overlap Unwind Period, and Party A shall only be permitted to purchase Shares to unwind its hedge in respect of the this Transaction on and the resulting Unwind Period shall include only every other second Exchange Business Day that is not a Suspension Day during such Overlap Unwind PeriodPeriod (in the case of an Overlap Unwind Period that coincides with an Unwind Period under the Other Forward), in each case as notified by Party B, commencing on the first or second day Exchange Business Day of such Overlap Unwind Period; provided , as notified by Party B. For the avoidance of doubt the operation of this “Other Forward” provision shall not be deemed to give rise to a Disrupted Day or other adjustment to this Transaction. Please confirm that if such second day the foregoing correctly sets forth the terms of such Overlap Unwind Period is a day on which Party A is contractually prohibited from purchasing Shares to unwind its hedge in respect of any other transaction pursuant to any provision substantially similar to the provision immediately preceding our agreement by signing and returning this provisoConfirmation. Yours faithfully, then Party A shall only be permitted to purchase Shares to unwind its hedge in respect XXXXX FARGO BANK, NATIONAL ASSOCIATION, By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Managing Director Confirmed as of the Transaction on every other Exchange Business Day during such Overlap Unwind Perioddate first written above: AMERICAN WATER WORKS COMPANY, commencing on the first day of such Overlap Unwind Period.INC. By: /s/ Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx Title: Vice President and Treasurer