Standard Contracts
AMERICAN WATER CAPITAL CORP., as Issuer, AMERICAN WATER WORKS COMPANY, INC., as Parent, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 29, 2023 3.625% Exchangeable Senior Notes due 2026Indenture • June 29th, 2023 • American Water Works Company, Inc. • Water supply • New York
INDENTURE dated as of June 29, 2023 among AMERICAN WATER CAPITAL CORP., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), AMERICAN WATER WORKS COMPANY, INC., a Delaware corporation (the “Parent,” as more fully set out in Section 1.01), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
American Water Works Company, Inc.Underwriting Agreement • March 3rd, 2023 • American Water Works Company, Inc. • Water supply
To: American Water Works Company, Inc. 1025 Laurel Oak Road Voorhees, NJ 08043 From: Wells Fargo Bank, National Association 375 Park Avenue New York, New York 10152Confirmation • April 16th, 2018 • American Water Works Company, Inc. • Water supply • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction entered into between us on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.
American Water Works Company, Inc. Common Stock, Par Value $0.01 Per Share Underwriting Agreement November 17, 2009Underwriting Agreement • November 19th, 2009 • American Water Works Company, Inc. • Water supply • New York
RWE Aqua Holdings GmbH, a limited liability company organized under the laws of the Federal Republic of Germany (the “Selling Stockholder”), proposes, subject to the terms and conditions stated herein, to sell (the “Offering”) to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 37,351,617 shares (the “Firm Shares”) and, at the election of the Underwriters, up to an additional 3,735,162 shares (the “Optional Shares”) of common stock, par value $0.01 per share (the “Stock”) of American Water Works Company, Inc., a Delaware corporation (the “Company”). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof are herein collectively called the “Shares”.
American Water Capital Corp.Underwriting Agreement • February 23rd, 2024 • American Water Works Company, Inc. • Water supply
American Water Works Company, Inc. Common Stock, Par Value $0.01 Per Share Underwriting AgreementUnderwriting Agreement • June 8th, 2009 • American Water Works Company, Inc. • Water supply • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 21, 2018 by and amongCredit Agreement • March 21st, 2018 • American Water Works Company, Inc. • Water supply • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 21, 2018 (this “Agreement”), is by and among AMERICAN WATER CAPITAL CORP., a Delaware corporation (the “Borrower”), the Lenders from time to time party hereto (collectively, the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”).
SEPARATION AGREEMENT by and between RWE AKTIENGESELLSCHAFT and AMERICAN WATER WORKS COMPANY, INC. Dated as ofSeparation Agreement • March 6th, 2008 • American Water Works Company, Inc. • Water supply • New York
THIS SEPARATION AGREEMENT dated as of , is by and between RWE AKTIENGESELLSCHAFT, a company organized under the laws of the Federal Republic of Germany (“RWE”), and AMERICAN WATER WORKS COMPANY, INC., a Delaware corporation (“AWW”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I hereof.
March 20, 2006 James F. Mulski Senior Vice President - Human Resources «Name» «Company» «Locality»Retention Agreement • October 11th, 2007 • American Water Works Company, Inc. • Water supply
You received a letter in December 2005 advising you that you would be eligible to receive a special key leadership retention bonus.
DIETRICH FIRNHABER CONTRACT INFORMATIONSecondment Contract • October 11th, 2007 • American Water Works Company, Inc. • Water supply
At the instigation of RWE AG you will be seconded to work at American Water Works Corporation, Inc. (herinafter referred to as AWW) in Vorhees/USA for a limited period of time. AWW will conclude a separate employment contract with you. During the duration of this contract, your employment contract with us dated 2 February 1999 shall be dormant. Your temporary secondment shall be subject to the Regulations of the Framework Guidelines for Foreign Secondments within the RWE Group valid at the time (herinafter also referred to as Secondment Guidelines) provided in the following references are being made to the Secondment Guidelines. In addition, the following shall be agreed:
SUPPORT AGREEMENT BETWEEN AMERICAN WATER WORKS COMPANY, INC. AND AMERICAN WATER CAPITAL CORP.Support Agreement • October 11th, 2007 • American Water Works Company, Inc. • Water supply • New York
This Agreement is made the 22nd day of June 2000, by and between AMERICAN WATER WORKS COMPANY, INC., a Delaware corporation (“Parent”) and AMERICAN WATER CAPITAL CORP., a Delaware corporation (“Subsidiary”).
STOCK PURCHASE AGREEMENT BY AND AMONG AMERICAN WATER WORKS COMPANY, INC., NEW YORK AMERICAN WATER COMPANY, INC. AND LIBERTY UTILITIES CO. DATED AS OF NOVEMBER 20, 2019Stock Purchase Agreement • November 20th, 2019 • American Water Works Company, Inc. • Water supply • Delaware
This Stock Purchase Agreement (this “Agreement”) is dated as of November 20, 2019, by and among American Water Works Company, Inc., a Delaware corporation (the “Seller”), New York American Water Company, Inc., a New York corporation (the “Company”), and Liberty Utilities Co,, a Delaware corporation (the “Purchaser”, and, together with the Seller and the Company, the “Parties”).
American Water Capital Corp. Support Agreement from American Water Works Company, Inc.Exchange and Registration Rights Agreement • December 21st, 2007 • American Water Works Company, Inc. • Water supply • New York
American Water Capital Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) three series of debt securities, consisting of its 6.085% Senior Notes due 2017 and of its 6.593% Senior Notes due 2037, which have the benefit of the Support Agreement issued by American Water Works Company, Inc. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
AMERICAN WATER WORKS COMPANY, INC. REGISTRATION RIGHTS AGREEMENT Dated as of , 2008Registration Rights Agreement • March 6th, 2008 • American Water Works Company, Inc. • Water supply • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2008, by and among AMERICAN WATER WORKS COMPANY, INC., a Delaware corporation (the “Company”), RWE AKTIENGESELLSCHAFT, a company organized under the laws of the Federal Republic of Germany (“RWE”), and RWE AQUA HOLDINGS GMBH, a limited liability company organized under the laws of the Federal Republic of Germany (the “Selling Stockholder”).
AMENDMENT NO. 1 TO SECURED SELLER NOTE AGREEMENTSecured Seller Note Agreement • February 5th, 2024 • American Water Works Company, Inc. • Water supply • New York
SECURED SELLER NOTE AGREEMENT, dated as of December 9, 2021 (this “Agreement”), by and among Lakehouse BidCo Inc., a corporation organized under the laws of the State of Delaware (“Holdings”), Lakehouse Buyer Inc., a corporation organized under the laws of the State of Delaware (the “Borrower”), the SUBSIDIARIES of Holdings from time to time party hereto as guarantors, and American Water Enterprises, LLC, a limited liability company organized under the laws of Delaware (the “Lender”), as the lender.
SEPARATION AND GENERAL RELEASE AGREEMENTSeparation and General Release Agreement • August 17th, 2010 • American Water Works Company, Inc. • Water supply • New Jersey
This Separation and General Release Agreement (the “Agreement”) is made and entered into this 15th day of August, 2010, by and between Donald L. Correll (“Correll”) and American Water Works Company, Inc., a Delaware corporation (the “Parent,” and together with its related entities and affiliates, the “Company”). In this Agreement, “Releasees” refers to the Company and its past, present, and future parents, divisions, subsidiaries, and affiliates, predecessors, successors and assigns, and their past, present, and future directors, members, partners, officers, shareholders, employees, agents, servants, attorneys, and representatives.
February 15, 2008 CONFIDENTIAL Mr. Donald L. Correll Franklin Lakes, NJ 07417Employment Agreement • March 6th, 2008 • American Water Works Company, Inc. • Water supply
On behalf of American Water Works Company, Inc. (“American Water” or the “Company”), I am pleased to provide you with this letter agreement that confirms and restates the terms and conditions relating to your employment as American Water’s President and Chief Executive Officer and your appointment as a member of the America Water Board of Directors. As President and Chief Executive Officer of American Water, you shall have all of the duties and responsibilities customarily associated with those positions, including, but not limited to the authority to control the day-to-day operations of the Company. The following are the terms and conditions of your employment:
EXTENSION AGREEMENTExtension Agreement • May 1st, 2019 • American Water Works Company, Inc. • Water supply • New York
This EXTENSION AGREEMENT (this “Agreement”), dated as of April 9, 2019, is entered into among AMERICAN WATER CAPITAL CORP., a Delaware corporation (“AWCC” or the “Borrower”), the Lenders party hereto, and Wells Fargo Bank, National Association, as administrative agent for the Lenders (the “Administrative Agent”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 19th, 2019 • American Water Works Company, Inc. • Water supply • New Jersey
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made as of November 1, 2018 (the “Effective Date”) between American Water Works Service Company, Inc. (“Company”) and Radhakrishnan Swaminathan, (“Executive”).
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • August 5th, 2020 • American Water Works Company, Inc. • Water supply • New Jersey
This Separation Agreement and General Release (“Agreement”) dated May 13, 2020 is between American Water Works Service Company, Inc. (“American Water” or the “Company”) and Loyd Warnock (“Executive”).
RE: Third Amendment to Change in Control Agreement Dear George:Change in Control Agreement • March 1st, 2010 • American Water Works Company, Inc. • Water supply
This letter amends the Change in Control Agreement, dated January 1, 2000, (the “Original Agreement”) between you and American Water Works Company, Inc. (the “Company”), as amended by the letter Agreement between you and the Company dated May 24, 2004 (the “First Amendment”) and the second letter Agreement between you and the Company dated July 27, 2005 (the “Second Amendment”). (Your Original Agreement, the First Amendment and the Second Amendment are collectively referred to in this letter as “your Change in Control Agreement”). The purpose of this letter is to amend the Change in Control Agreement only insofar as amendments are required to ensure compliance with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”).
SETTLEMENT AGREEMENTSettlement Agreement • March 6th, 2008 • American Water Works Company, Inc. • Water supply
THIS SETTLEMENT AGREEMENT (“Agreement”) is made by and between California American Water Company (“CAW”) and the U.S. Department of Commerce, National Oceanic and Atmospheric Administration (“NOAA”). Throughout this Agreement, CAW and NOAA are collectively referred to as the “Parties.”
EXTENSION AGREEMENTExtension Agreement • October 30th, 2024 • American Water Works Company, Inc. • Water supply • New York
This EXTENSION AGREEMENT (this “Agreement”), dated as of October 28, 2024, is entered into among AMERICAN WATER CAPITAL CORP., a Delaware corporation (“AWCC” or the “Borrower”), the Lenders party hereto, and Wells Fargo Bank, National Association, as administrative agent for the Lenders (the “Administrative Agent”).
SEVERANCE AGREEMENT AND GENERAL RELEASESeverance Agreement • August 5th, 2015 • American Water Works Company, Inc. • Water supply • New Jersey
This Severance Agreement and General Release (“Agreement”), dated January ___, 2015, is among American Water Works Company, Inc. and American Water Works Service Company, Inc. (collectively, “American Water” or the “Company”) and Kellye L. Walker (the “Executive”).
American Water Works Company, Inc. 1025 Laurel Oak Road Voorhees, New Jersey 08043 2,320,000 Shares of Common Stock Underwriting Agreement April 11, 2018Underwriting Agreement • April 16th, 2018 • American Water Works Company, Inc. • Water supply • New York
rules and regulations of the Securities and Exchange Commission and securities which may be issued upon exercise of a stock option or warrant), or publicly disclose the intention to make any offer, sale, pledge or disposition, (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Common Stock or such other securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise, or (3) make any demand for or exercise any right with respect to the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock, in each case other than transfers of shares of Common Stock as a bona fide gift or gifts; provided that in the case of any such transfer, each donee or distributee shall execute and deliver to the Underwriters a lock-up letter in the form of this p
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • February 16th, 2022 • American Water Works Company, Inc. • Water supply • New Jersey
This Separation Agreement and General Release (“Agreement”) is between American Water Works Service Company, Inc. (“American Water” or the “Company”) and Walter Lynch (“Executive”).
Settlement Approved in Pennsylvania American Water Rate RequestSettlement Agreement • December 8th, 2022 • American Water Works Company, Inc. • Water supply
MECHANICSBURG, Pa. (Dec. 8, 2022) – The Pennsylvania Public Utility Commission (PUC) today approved the joint settlement agreement that was filed in Oct. 2022 by all active parties in the case, including the company, PUC Bureau of Investigation and Enforcement, Office of Consumer Advocate, Office of Small Business Advocate, large industrial customers and low-income customer advocates. In the filing, each of the involved parties indicated that the settlement and associated rates were fair, just, reasonable and in the public interest.
AMERICAN WATER WORKS COMPANY, INC. Change in Control Agreement for GEORGE W. PATRICKChange in Control Agreement • March 1st, 2010 • American Water Works Company, Inc. • Water supply • New Jersey
AGREEMENT, made and entered into as of the 1st day of January, 2000 by and between American Water Works Company, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), and George W. Patrick (the “Executive”).
AMERICAN WATER WORKS COMPANY, INC. NONQUALIFIED STOCK OPTION GRANTNonqualified Stock Option Grant Agreement • May 4th, 2011 • American Water Works Company, Inc. • Water supply • Delaware
This STOCK OPTION GRANT, dated as of February 24, 2011, (the “Date of Grant”) is delivered by American Water Works Company, Inc. (the “Company”) to (the “Participant”).
TERM LOAN CREDIT AGREEMENT dated as of March 20, 2020 by and amongTerm Loan Credit Agreement • March 20th, 2020 • American Water Works Company, Inc. • Water supply • New York
THIS TERM LOAN CREDIT AGREEMENT, dated as of March 20, 2020 (this “Agreement”), is by and among AMERICAN WATER CAPITAL CORP., a Delaware corporation (the “Borrower”), the Lenders from time to time party hereto (collectively, the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”).
AgreementEmployment Agreement • March 6th, 2008 • American Water Works Company, Inc. • Water supply
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG AMERICAN WATER ENTERPRISES, LLC, AMERICAN WATER (USA), LLC, as Sellers, AMERICAN WATER RESOURCES, LLC, PIVOTAL HOME SOLUTIONS, LLC, AMERICAN WATER RESOURCES HOLDINGS, LLC, as the Companies, AMERICAN...Membership Interest Purchase Agreement • October 29th, 2021 • American Water Works Company, Inc. • Water supply • Delaware
This Membership Interest Purchase Agreement (this “Agreement”) is dated as of October 28, 2021, by and among American Water Enterprises, LLC, a Delaware limited liability company (“American Water Enterprises”), American Water (USA), LLC, a Delaware limited liability company (“American Water USA”, and together with American Water Enterprises, the “Sellers”), American Water Resources, LLC, a Virginia limited liability company (“American Water Resources”), Pivotal Home Solutions, LLC, a Delaware limited liability company (“Pivotal”), American Water Resources Holdings, LLC, a Delaware limited liability company (“American Water Holdings” and together with American Water Resources and Pivotal, the “Companies”), American Water Works Company, Inc., a Delaware corporation (“AWK”) solely for the purposes of being bound as a “Seller” for the provisions of Sections 5.1, 5.4, 5.8, 5.10, 5.11, 5.13, 5.14, 5.15, 5.16, 5.18 and 5.19 hereof, and Lakehouse Buyer Inc., a Delaware corporation (the “Purcha
Re: Amended Employment Letter AgreementEmployment Agreement • March 30th, 2012 • American Water Works Company, Inc. • Water supply
On behalf of American Water Works Company, Inc. (the “Company”) and its Board of Directors, we are delighted to provide you with this new employment letter agreement (this “Agreement”) which will provide for your continued role as President, Chief Executive Officer, and member of the Board of Directors of the Company. As President and Chief Executive Officer of the Company, you shall have the authority to control the day-to-day operations of the Company and its corporate strategy, subject to the Company’s Bylaws and Delegation of Authority and to the directions and decisions of the Company’s Board of Directors. The following are the terms and conditions of your continued employment as the Company’s President and Chief Executive Officer:
ContractSeverance Agreement • February 25th, 2016 • American Water Works Company, Inc. • Water supply
This Severance Agreement and General Release (this “Agreement”) dated March 27, 2015 is made and entered into by John Bigelow (the “Executive”) and American Water Works Service Company, Inc. (“American Water” or the “Company”). As used herein any reference to the “Company” shall mean American Water Works Company, Inc., American Water Works Service Company, Inc., and all of their respective divisions, parents, subsidiaries, affiliates or related companies, their past, present and future officers, directors, shareholders, benefit plans, insurers, attorneys, legal representatives, employees and agents and all of their respective heirs, executors, administrators, successors and assigns, or any other persons and/or entities through which American Water has acted (collectively, “American Water” or the “Company”) with respect to the Executive.
Severance Agreement and General ReleaseSeverance Agreement • August 5th, 2015 • American Water Works Company, Inc. • Water supply
This Severance Agreement and General Release (the “Agreement”) dated December 22, 2014 is made and entered into by Leonard Crane (the “Executive”) and American Water Works Service Company, Inc. (“American Water” or the “Company”). As used herein any reference to the “Company” shall mean American Water Works Company, Inc., American Water Works Service Company, Inc., and all of their respective divisions, parents, subsidiaries, affiliates or related companies, their past, present and future officers, directors, shareholders, benefit plans, insurers, attorneys, legal representatives, employees and agents and all of their respective heirs, executors, administrators, successors and assigns, or any other persons and/or entities through which American Water has acted with respect to the Executive.
