Pg&e Corp Sample Contracts

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By and Among
Option Agreement • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
INDENTURE
Indenture • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
and
Rights Agreement • December 22nd, 2000 • Pg&e Corp • Electric & other services combined • New York
ARTICLE 1 THE MERGER ----------
Merger Agreement • December 23rd, 1996 • Pg&e Corp • Electric & other services combined
EXHIBIT 10.2 CREDIT AGREEMENT
Credit Agreement • April 17th, 2001 • Pg&e Corp • Electric & other services combined • New York
By and Among
Warrant Agreement • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
among PG&E CORPORATION as Borrower,
Credit Agreement • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
EXHIBIT 2.3 TAX SHARING AGREEMENT
Tax Sharing Agreement • May 13th, 1997 • Pg&e Corp • Electric & other services combined • Delaware
ASSET PURCHASE AGREEMENT BY AND AMONG NEW ENGLAND POWER COMPANY, THE NARRAGANSETT ELECTRIC COMPANY
Asset Purchase Agreement • November 14th, 1997 • Pg&e Corp • Electric & other services combined • Massachusetts
Pacific Gas and Electric Company $400,000,000 Aggregate Principal Amount of 2.45% Senior Notes due August 15, 2022 $350,000,000 Aggregate Principal Amount of 3.75% Senior Notes due August 15, 2042 Underwriting Agreement
Underwriting Agreement • August 16th, 2012 • PG&E Corp • Electric & other services combined • New York

Pacific Gas and Electric Company, a corporation organized under the laws of California (the “Company”), proposes to sell to the several underwriters named in Schedules II-A and II-B hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, (i) $400,000,000 aggregate principal amount of 2.45% Senior Notes due August 15, 2022 having the terms set forth in Schedule I-A hereto (the “2022 Notes”) and (ii) $350,000,000 aggregate principal amount of 3.75% Senior Notes due August 15, 2042 having the terms set forth in Schedule I-B hereto (the “2042 Notes” and, together with the 2022 Notes, the “Securities”) to be issued under an indenture, amended and restated as of April 22, 2005 (the “Base Indenture”), as supplemented by the Seventh Supplemental Indenture dated as of June 11, 2009, and as further supplemented by the Eighteenth Supplemental Indenture to be dated as of August 16, 2012 (the “Supplemental Indenture” and, together with the Base Indenture as

PG&E CORPORATION 7,200,000 Shares of Common Stock (NO PAR VALUE) Underwriting Agreement
Underwriting Agreement • March 4th, 2013 • PG&E Corp • Electric & other services combined • New York

PG&E Corporation, a corporation organized under the laws of the State of California (the “Company”), confirms its agreement with each of the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representative”) are acting as Representative, with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 7,200,000 shares of common stock, no par value, of the Company (the “Common Stock”). The aforesaid 7,200,000 shares of Common Stock to be purchased by the Underwriters are hereinafter called the “Securities.” To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representative and Underwriters shall mean either the singular or plural as the context requires. Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be dee

RECEIVABLES FINANCING AGREEMENT Dated as of October 5, 2020 by and among PG&E AR FACILITY, LLC, as Borrower, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Lenders and as Group Agents, MUFG BANK, LTD., as Administrative Agent, and PACIFIC GAS AND...
Receivables Financing Agreement • October 8th, 2020 • PG&E Corp • Electric & other services combined • New York

This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of October 5, 2020 by and among the following parties:

between
Resale Registration Rights Agreement • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
ADMINISTRATION AGREEMENT
Administration Agreement • July 21st, 2022 • PG&E Corp • Electric & other services combined • California

This ADMINISTRATION AGREEMENT, dated as of July 20, 2022 (this “Administration Agreement”), by and between PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (“PG&E”), as administrator (in such capacity, the “Administrator”), and PG&E WILDFIRE RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms used but not otherwise defined herein shall have the meanings specified in Appendix A attached to the Indenture (as defined below).

PG&E WILDFIRE RECOVERY FUNDING LLC, Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee and Securities Intermediary INDENTURE Dated as of July 20, 2022
Indenture • July 21st, 2022 • PG&E Corp • Electric & other services combined • California

This INDENTURE dated as of July 20, 2022 (this “Indenture”), by and between PG&E Wildfire Recovery Funding LLC, a Delaware limited liability company (the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the Secured Parties (as defined herein) and in its separate capacity as a securities intermediary and account bank (the “Securities Intermediary”).

TERM LOAN CREDIT AGREEMENT among PACIFIC GAS AND ELECTRIC COMPANY, as Borrower, the Lenders from Time to Time Parties Hereto, and BANK OF AMERICA, N.A. as Administrative Agent, Dated as of April 20, 2022
Term Loan Credit Agreement • April 21st, 2022 • PG&E Corp • Electric & other services combined • New York

This TERM LOAN CREDIT AGREEMENT (this “Agreement”), dated as of April 20, 2022, among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), the banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with any permitted successor thereto, the “Administrative Agent”).

RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT by and between PG&E WILDFIRE RECOVERY FUNDING LLC, as Issuer and PACIFIC GAS AND ELECTRIC COMPANY, as Seller Dated as of July 20, 2022
Recovery Property Purchase and Sale Agreement • July 21st, 2022 • PG&E Corp • Electric & other services combined • California

This RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT, dated as of July 20, 2022 (this “Agreement”), is between PG&E Wildfire Recovery Funding LLC, a Delaware limited liability company (the “Issuer”), and PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (together with its successors in interest to the extent permitted hereunder, the “Seller” or “PG&E”).

Pacific Gas and Electric Company $300,000,000 Aggregate Principal Amount of 4.25% Senior Notes due 2021 Underwriting Agreement
Underwriting Agreement • May 13th, 2011 • Pg&e Corp • Electric & other services combined • New York

Pacific Gas and Electric Company, a corporation organized under the laws of California (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $300,000,000 aggregate principal amount of 4.25% Senior Notes due 2021 having the terms set forth in Schedule I hereto (the “Securities”) to be issued under an indenture, amended and restated as of April 22, 2005 (the “Base Indenture”), as supplemented by the Seventh Supplemental Indenture dated as of June 11, 2009, and as further supplemented by the Thirteenth Supplemental Indenture to be dated as of May 13, 2011 (the “Supplemental Indenture,” and together with the Base Indenture as supplemented, the “Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative

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RECOVERY PROPERTY SERVICING AGREEMENT by and between PG&E WILDFIRE RECOVERY FUNDING LLC, Issuer and PACIFIC GAS AND ELECTRIC COMPANY, Servicer Dated as of May 10, 2022
Recovery Property Servicing Agreement • May 11th, 2022 • PG&E Corp • Electric & other services combined • California

This RECOVERY PROPERTY SERVICING AGREEMENT, dated as of May 10, 2022 (this “Agreement”) by and between PG&E Wildfire Recovery Funding LLC, a Delaware limited liability company, as issuer (the “Issuer”), and PACIFIC GAS AND ELECTRIC COMPANY (“PG&E”), a California corporation, as servicer (the “Servicer”).

AMENDED AND RESTATED CREDIT AGREEMENT among PACIFIC GAS AND ELECTRIC COMPANY, as Borrower, The Several Lenders from Time to Time Parties Hereto, CITIBANK N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A. and BANK OF AMERICA, N.A., as...
Credit Agreement • May 2nd, 2013 • PG&E Corp • Electric & other services combined • New York

This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of April 1, 2013, among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, CITIGROUP GLOBAL MARKETS INC., J.P. MORGAN SECURITIES LLC, RBS SECURITIES INC. and WELLS FARGO SECURITIES LLC, as joint lead arrangers and joint bookrunners (together and in such capacities, the “Arrangers”), JPMORGAN CHASE BANK, N.A. and BANK OF AMERICA, N.A., as co-syndication agents (in such capacity, the “Syndication Agents”), THE ROYAL BANK OF SCOTLAND PLC and WELLS FARGO BANK, NATIONAL ASSOCIATION, as co-documentation agents (together and in such capacities, the “Co-Documentation Agents”), and CITIBANK N.A., as administrative agent (in such capacity, together with any successor thereto, the “Administrative Agent”).

PG& E CORPORATION $400,000,000 OF SHARES COMMON STOCK (NO PAR VALUE) EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • November 29th, 2011 • Pg&e Corp • Electric & other services combined • New York

This Confirmation sets forth the terms of the agreement of [Citigroup Global Markets Inc.] [J.P. Morgan Securities LLC] [Morgan Stanley & Co. LLC] (the “Manager”) with PG&E Corporation (the “Company”) relating to the sale of shares of the Company’s common stock, no par value, having an aggregate gross sales price of up to $[—] pursuant to the Equity Distribution Agreement between the Company and Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, dated November 28, 2011 (the “Agreement”). Unless otherwise defined below, capitalized terms defined in the Agreement shall have the same meanings when used herein.

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • June 23rd, 2021 • PG&E Corp • Electric & other services combined • New York

This CREDIT AGREEMENT (this “Agreement”), dated as of July 1, 2020, among PG&E CORPORATION, a California corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, together with any permitted successor thereto, the “Administrative Agent”) and JPMORGAN CHASE BANK, N.A., as collateral agent (in such capacity, together with any permitted successor thereto, the “Collateral Agent”).

by and among
Stock Pledge Agreement • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
Pacific Gas and Electric Company $250,000,000 Aggregate Principal Amount of Floating Rate Senior Notes due November 20, 2012 Underwriting Agreement
Underwriting Agreement • November 22nd, 2011 • Pg&e Corp • Electric & other services combined • New York

Pacific Gas and Electric Company, a corporation organized under the laws of California (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $250,000,000 aggregate principal amount of Floating Rate Senior Notes due November 20, 2012 having the terms set forth in Schedule I hereto (the “Securities”) to be issued under an indenture, amended and restated as of April 22, 2005 (the “Base Indenture”), as supplemented by the Seventh Supplemental Indenture dated as of June 11, 2009, and as further supplemented by the Fifteenth Supplemental Indenture to be dated as of November 22, 2011 (the “Supplemental Indenture,” and together with the Base Indenture as supplemented, the “Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). To the extent there are no additional Underwriters listed on Schedule I other than you

AGREEMENT AND RELEASE December 20, 2002
Agreement and Release • February 27th, 2003 • Pg&e Corp • Electric & other services combined

This letter agreement (the "Agreement") by and between PG&E Corporation (the "Company"), as grantor of the trust pursuant to the Supplemental Executive Retirement Plan of Pacific Gas and Electric Company (the "SERP"), and you ("Executive"), addresses Executive's benefits under the SERP.

AMENDED AND RESTATED CREDIT AGREEMENT among PG&E CORPORATION, as Borrower, The Several Lenders from Time to Time Parties Hereto, BNP PARIBAS, as Administrative Agent, DEUTSCHE BANK SECURITIES INC., as Syndication Agent, and ABN AMRO BANK N.V., BANK OF...
Credit Agreement • May 10th, 2007 • Pg&e Corp • Electric & other services combined • New York

AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of February 26, 2007, among PG&E CORPORATION, a California corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), BANC OF AMERICA SECURITIES LLC and BARCLAYS CAPITAL, a division of BARCLAYS BANK plc, as joint lead arrangers and joint bookrunners (together and in such capacities, the “Arrangers”), DEUTSCHE BANK SECURITIES INC., as syndication agent (in such capacity, the “Syndication Agent”), ABN AMRO BANK N.V., BANK OF AMERICA, N.A. and BARCLAYS BANK Plc, as documentation agents (together and in such capacities, the “Documentation Agents”), and BNP PARIBAS (“BNP”), as administrative agent (in such capacity, together with any successor thereto, the “Administrative Agent”).

AMENDMENT NO. 3 TO CREDIT AGREEMENT
Credit Agreement • June 26th, 2023 • PG&E Corp • Electric & other services combined • New York

This CREDIT AGREEMENT (this “Agreement”), dated as of July 1, 2020, among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and CITIBANK, N.A., as designated agent (in such capacity, together with any permitted successor thereto, the “Designated Agent”).

between
Equity Registration Rights Agreement • June 26th, 2002 • Pg&e Corp • Electric & other services combined • New York
INDENTURE OF MORTGAGE (MORTGAGE) Dated as of June 19, 2020 This is a Security Agreement as well as a Mortgage of Real Estate and Other Property PACIFIC GAS AND ELECTRIC COMPANY, ISSUER (MORTGAGOR) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.,...
Indenture of Mortgage • June 19th, 2020 • PG&E Corp • Electric & other services combined • New York

INDENTURE OF MORTGAGE (this “Indenture”), dated as of June 19, 2020, between PACIFIC GAS AND ELECTRIC COMPANY, a corporation duly organized and existing under the laws of the State of California (the “Company”), as Mortgagor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized under the laws of the United States of America, as Trustee and Mortgagee (the “Trustee”).

REGISTRATION RIGHTS AGREEMENT dated as of July 1, 2020 between PG&E Corporation and the PG&E Fire Victim Trust
Registration Rights Agreement • July 2nd, 2020 • PG&E Corp • Electric & other services combined • New York

This Registration Rights Agreement (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of July 1, 2020, between PG&E Corporation, a California corporation (the “Corporation”), and the Trustee (as defined herein), solely in its capacity as trustee of the PG&E Fire Victim Trust, a statutory trust created under the Delaware Statutory Trust Act (including any of its Subsidiaries who may become a party hereto, the “Trust”) established in connection with the Plan of Reorganization (as defined herein). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Plan of Reorganization.

Contract
Performance Share Agreement • February 24th, 2009 • Pg&e Corp • Electric & other services combined • California
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