EVOQUA WATER TECHNOLOGIES CORP. (a Delaware corporation) 16,382,793 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2021 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
FOURTH AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • May 18th, 2023 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
The Borrower has acquired, and will acquire from time to time, Receivables from the Originator(s) pursuant to the Sale and Contribution Agreement. The Borrower has requested that the Lenders make Loans from time to time to the Borrower, on the terms, and subject to the conditions set forth herein, secured by, among other things, the Receivables.
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 2nd, 2023 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of March 7, 2023 (this “Employment Agreement”), by and between Evoqua Water Technologies LLC, a Delaware limited liability company (the “Company”), and Benedict J. Stas (the “Executive”) (each of the Executive and the Company, a “Party,” and collectively, the “Parties”) and, solely for purposes of Sections 2.5 and 3.2 hereof, Evoqua Water Technologies Corp. (“Holdings”).
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and among EVOQUA WATER TECHNOLOGIES CORP., THE AEA INVESTORS, MANAGEMENT INVESTORS, RELATIONSHIP INVESTORS and ADDITIONAL INVESTORS Dated as of October 16, 2017Registration Rights Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • New York
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of October 16, 2017 (as amended, modified or supplemented from time to time, this “Agreement”), by and among (i) Evoqua Water Technologies Corp. (f/k/a EWT Holdings I Corp.), a Delaware corporation (the “Company”) , (ii) the AEA Investors (as defined herein), (iii) the parties identified on Schedule I hereto as “Management Investors” (together with their respective Permitted Transferees and each party who executes a joinder to this Agreement (or has executed a joinder to the Original Agreement or the First A&R Agreement (each as defined below)) agreeing to be bound by and comply with the applicable terms, conditions and provisions hereof from time to time, the “Management Investors”), (iv) the parties identified on Schedule I hereto as “Additional Investors” (together with their respective Permitted Transferees and each party who executes a joinder to this Agreement (or has executed a joinder to the Original Agreement
AMENDMENT NO. 5First Lien Credit Agreement • December 20th, 2017 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
This FIRST LIEN CREDIT AGREEMENT (this “Agreement”) is entered into as of January 15, 2014, among WTG HOLDINGS III CORP., a Delaware corporation (the “Borrower”), WTG HOLDINGS II CORP., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), CREDIT SUISSE AG, as Administrative Agent and as Collateral Agent, and CREDIT SUISSE AG, MORGAN STANLEY BANK, N.A., JPMORGAN CHASE BANK, N.A., ROYAL BANK OF CANADA, UBS AG, STAMFORD BRANCH and GOLDMAN SACHS BANK USA, as L/C Issuers.
AMENDMENT TO EMPLOYMENT AGREEMENT, STOCKHOLDERS’ AGREEMENT, AND REGISTRATION RIGHTS AGREEMENTEmployment Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery
THIS AMENDMENT (the “Amendment”) is entered into this 6th day of September, 2017 (the “Effective Date”) by and among Kenneth Rodi (the “Executive”), Evoqua Water Technologies LLC, a Delaware limited liability company (the “Company”), and EWT Holdings I Corp., a Delaware corporation (“Holdings”, and together with the Executive and the Company, collectively, the “Parties” and individually, a “Party”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • Delaware
This Indemnification Agreement (this “Agreement”) is made and entered into as of this [ ] day of [ ] 2017, by and between Evoqua Water Technologies Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
SALE AND CONTRIBUTION AGREEMENT Dated as of April 1, 2021 among VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO, as Originators, EVOQUA WATER TECHNOLOGIES LLC, as Servicer, and EVOQUA FINANCE LLC, as BuyerSale and Contribution Agreement • April 1st, 2021 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
This CONTRIBUTION AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of April 1, 2021 is entered into among the VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO (the “Originators” and each, an “Originator”), EVOQUA WATER TECHNOLOGIES LLC, a Delaware limited liability company, as initial Servicer (as defined below) (“Evoqua”), and EVOQUA FINANCE LLC, a Delaware limited liability company (the “Buyer”).
SECOND AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • November 17th, 2021 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
This SECOND AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENT (this “Amendment”), dated as of July 30, 2021, is entered into by and among the following parties:
SECOND AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT among EWT HOLDINGS I CORP., THE AEA INVESTORS, MANAGEMENT INVESTORS, ADDITIONAL INVESTORS and RELATIONSHIP INVESTORSStockholders’ Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • New York
SECOND AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT, dated as of December 11, 2014 (as amended, modified or supplemented from time to time, this “Agreement”), among (i) EWT Holdings I Corp., a Delaware corporation (the “Company”), (ii) the AEA Investors (as defined herein), (iii) the parties identified on the signature pages hereto as “Management Investors” (together with their respective Permitted Transferees, the “Management Investors”), (iv) the parties identified on the signature pages hereto as “Additional Investors” (together with their respective Permitted Transferees, the “Additional Investors”), and (v) the Persons identified on the signature pages hereto as “Relationship Investors” that have either a municipal, distributor, representative, consulting or industrial contract with the Company and/or its subsidiaries ((together with their respective Permitted Transferees, the “Relationship Investors”); collectively with the Management Investors, the Additional Investors and each
AMENDMENT NO. 7First Lien Credit Agreement • February 24th, 2020 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
This FIRST LIEN CREDIT AGREEMENT (this “Agreement”) is entered into as of January 15, 2014, among WTG Holdings III Corp., a Delaware corporation (the “Borrower”), WTG Holdings II Corp., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), CREDIT SUISSE AG, as Administrative Agent and as Collateral Agent, and CREDIT SUISSE AG, JPMorgan Chase Bank, N.A., ROYAL BANK OF CANADA, CITIZENS BANK OF PENNSYLVANIA, WELLS FARGO BANK, N.A., GOLDMAN SACHS BANK USA and MUFG UNION BANK, N.A., as L/C Issuers.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 1st, 2018 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • Delaware
PURCHASE AND SALE AGREEMENT dated as of October 1, 2019 by and among EVOQUA WATER TECHNOLOGIES LLC WTG HOLDINGS COOPERATIEF U.A. EVOQUA WATER TECHNOLOGIES LIMITED. EVOQUA WATER TECHNOLOGIES PTE LTD. EVOQUA WATER TECHNOLOGIES LTD. EVOQUA WATER...Purchase and Sale Agreement • October 3rd, 2019 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • Pennsylvania
INCREMENTAL TERM FACILITY AMENDMENT NO. 1EWT Holdings I Corp. • October 11th, 2017 • Refrigeration & service industry machinery • New York
INCREMENTAL TERM FACILITY AMENDMENT NO. 1 (this “Agreement”), dated as of April 15, 2016, among EWT HOLDINGS III CORP. (f/k/a WTG HOLDINGS III CORP.), a Delaware corporation (the “Borrower”), EWT HOLDINGS II CORP. (f/k/a WTG HOLDINGS II CORP.), a Delaware corporation (“Holdings”), each financial institution identified on the signature pages hereto as an “Incremental First Lien Lender” (each, an “Incremental First Lien Lender”), and Credit Suisse AG, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent, relating to the First Lien Credit Agreement, dated as of January 15, 2014 (as heretofore amended, amended and restated, extended, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”), among the Borrower, Holdings, the Lenders and the Administrative Agent.
FORM AMENDMENT TOEmployment Agreement • June 22nd, 2018 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery
THIS AMENDMENT dated as of [ ] (the “Amendment”) to the employment agreement dated as of [ ], [, as amended on [ ]] (the “Employment Agreement”) is by and between Evoqua Water Technologies LLC, a Delaware limited liability company (the “Company”), and [EXECUTIVE] (the “Executive”) (each of the Executive and the Company, a “Party,” and collectively, the “Parties”).
ContractRegistration Rights Agreement • November 25th, 2020 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
THIS AMENDMENT NO. 2 TO THE SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is entered into as of November 25, 2020, by and among (i) Evoqua Water Technologies Corp. (f/k/a EWT Holdings I Corp.), a Delaware corporation (the “Company”), (ii) the AEA Investors and (iii) the 2020 Amending Investors (as defined herein), to amend the Second Amended and Restated Registration Rights Agreement, dated as of October 16, 2017 (as amended by Amendment No. 1 to the Second Amended and Restated Registration Rights Agreement, dated as of November 22, 2019, the “Registration Rights Agreement”) by and among the Company, the AEA Investors and the Minority Investors.
AMENDMENT NO. 3EWT Holdings I Corp. • October 11th, 2017 • Refrigeration & service industry machinery • New York
AMENDMENT NO. 3 (this “Amendment”), dated as of March 6, 2017, among EWT HOLDINGS III CORP. (f/k/a WTG HOLDINGS III CORP.), a Delaware corporation (the “Borrower”), EWT HOLDINGS II CORP. (f/k/a WTG HOLDINGS II CORP.), a Delaware corporation (“Holdings”), the other Loan Parties identified on the signature pages hereto, each financial institution identified on the signature pages hereto, and Credit Suisse AG, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent, relating to the First Lien Credit Agreement, dated as of January 15, 2014 (as heretofore amended, amended and restated, extended, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”), among the Borrower, Holdings, the Lenders from the time to time party thereto, the Administrative Agent and the L/C Issuers referred to therein.
ContractRegistration Rights Agreement • November 25th, 2019 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
THIS AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is entered into as of November 22, 2019, by and among (i) Evoqua Water Technologies Corp. (f/k/a EWT Holdings I Corp.), a Delaware corporation (the “Company”), (ii) the AEA Investors and (iii) the Amending Investors (as defined herein), to amend the Second Amended and Restated Registration Rights Agreement, dated as of October 16, 2017 (the “Registration Rights Agreement”) by and among the Company, the AEA Investors and the Minority Investors.
EWT HOLDINGS I CORP. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery
THIS AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between EWT Holdings I Corp., a Delaware corporation (together with its successors, the “Company”), and the individual whose name is set forth on the signature page hereto (the “Optionee”).
AGREEMENT AND PLAN OF MERGER among XYLEM INC., FORE MERGER SUB, INC. and EVOQUA WATER TECHNOLOGIES CORP. Dated as of January 22, 2023Agreement and Plan of Merger • January 23rd, 2023 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of January 22, 2023, between Xylem Inc., an Indiana corporation (“Parent”), Fore Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Sub”), and Evoqua Water Technologies Corp., a Delaware corporation (the “Company”).
BONUS AGREEMENTBonus Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • New York
BONUS AGREEMENT (“Agreement”) dated effective as of March 1, 2016, by and between Evoqua Water Technologies LLC, a Delaware limited liability company (together with its successors, the “Company”) and Anthony Webster (the “Grantee”).
MANAGEMENT AGREEMENTManagement Agreement • October 11th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • New York
This MANAGEMENT AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”) is made as of January 7, 2014 by and between WTG Holdings I Corp., a Delaware corporation (the “Company”), WTG Holdings III Corp., a Delaware corporation and indirect wholly-owned subsidiary of the Company (“WTG III”), and AEA Investors LP, a Delaware limited partnership (“AEA” and, together with the Company and WTG III, the “Parties”).
ASSET PURCHASE AGREEMENT by and among CANTEL MEDICAL LLC, CANTEL (CANADA) INC., MEDIVATORS INC., MAR COR PURIFICATION, INC., EVOQUA WATER TECHNOLOGIES LLC, EVOQUA WATER TECHNOLOGIES LTD. and, solely for purposes of Section 10.16, EVOQUA WATER...Asset Purchase Agreement • February 1st, 2022 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 20, 2021, by and among Cantel Medical LLC, a Delaware limited liability company (“Cantel”), the Affiliates of Cantel set forth on the signature page hereto (the “Cantel Affiliates” and together with Cantel, “Sellers”), Evoqua Water Technologies LLC, a Delaware limited liability company (“EWT”), Evoqua Water Technologies Ltd., a Canadian federally incorporated corporation (“EWT CAN” and together with EWT, “Buyer”), and solely for purposes of Section 10.16, Evoqua Water Technologies Corp., a Delaware corporation (“Evoqua”). Sellers and Buyer are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings given to them in Article I or elsewhere in this Agreement.
Evoqua and Giotto Enter Agreement for Distribution of Evoqua’s Memcor® UF & MBR Membrane ProductsEvoqua Water Technologies Corp. • April 13th, 2018 • Refrigeration & service industry machinery
PITTSBURGH (USA), April 11, 2018 - Evoqua Water Technologies Ltd., a wholly-owned subsidiary of Evoqua Water Technologies Corp., and Giotto Water S.r.l. have entered into an exclusive agreement in relation to the distribution of Evoqua’s Memcor® product range in Europe. Under the terms of the agreement Giotto will have exclusive rights to market and sell Memcor ultrafiltration and Membrane Bioreactor (MBR) products in select territories throughout Europe.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery
THIS AMENDMENT (the “Amendment”) is entered into this 6th day of September, 2017 (the “Effective Date”) by and among Ronald Keating (the “Executive”) and Evoqua Water Technologies LLC, a Delaware limited liability company (the “Company”, and together with the Executive, collectively, the “Parties” and individually, a “Party”).
EWT HOLDINGS I CORP. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery
THIS AGREEMENT (this “Agreement”), effective as of the grant date (the “Date of Grant”) set forth on Appendix A hereto, is between EWT Holdings I Corp., a Delaware corporation (together with its successors, the “Company”), and the individual whose name is set forth on Appendix A hereto (the “Grantee”).
AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 20th, 2019 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • Pennsylvania
This AMENDMENT TO PURCHASE AND SALE AGREEMENT, dated as of December 18, 2019 (this “Amendment”), is entered into by and among EVOQUA WATER TECHNOLOGIES LLC, a Delaware limited liability company (“Evoqua LLC”), WTG HOLDINGS COOPERATIEF U.A., a Dutch company (“AU Seller”), EVOQUA WATER TECHNOLOGIES LIMITED., an English private limited company (“Evoqua UK”), EVOQUA WATER TECHNOLOGIES PTE LTD., a Singapore private company limited by shares (“Evoqua Singapore”), EVOQUA WATER TECHNOLOGIES LTD., a Canadian corporation (“Evoqua Canada”), EVOQUA WATER TECHNOLOGIES (SHANGHAI) CO. LTD., a Chinese limited company (“Evoqua China”) (Evoqua LLC, AU Seller, Evoqua UK, Evoqua Singapore, Evoqua Canada and Evoqua China, each a “Seller” and collectively “Sellers”), WTG HOLDCO AUSTRALIA (MEMCOR) PTY. LTD, an Australian proprietary limited company (“Evoqua AU”), EVOQUA WATER TECHNOLOGIES MEMBRANE SYSTEMS PTY LTD., an Australian proprietary limited company (“Evoqua AU Subsidiary”), and DuPont de Nemours, Inc
FIRST LIEN CREDIT AGREEMENT Dated as of January 15, 2014 among WTG HOLDINGS III CORP. as the Borrower, WTG HOLDINGS II CORP. as Holdings, CREDIT SUISSE AG as Administrative Agent and Collateral Agent CREDIT SUISSE AG MORGAN STANLEY BANK, N. A. ROYAL...Intellectual Property Security Agreement • October 11th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • New York
This FIRST LIEN CREDIT AGREEMENT (this “Agreement”) is entered into as of January 15, 2014, among WTG HOLDINGS III CORP., a Delaware corporation (the “Borrower”), WTG HOLDINGS II CORP., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), CREDIT SUISSE AG, as Administrative Agent and as Collateral Agent, and CREDIT SUISSE AG, MORGAN STANLEY BANK, N.A., ROYAL BANK OF CANADA, UBS AG, STAMFORD BRANCH and GOLDMAN SACHS BANK USA, as L/C Issuers.
QUOTA SALE AND PURCHASE AGREEMENT BETWEEN GIOTTO WATER S.R.L. AND WTG HOLDINGS COÖPERATIEF U.A.Quota Sale and Purchase Agreement • April 6th, 2018 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery
AMENDMENT NO. 4First Lien Credit Agreement • October 11th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery • New York
AMENDMENT NO. 4 (this “Amendment”), dated as of August 8, 2017, among EWT HOLDINGS III CORP. (f/k/a WTG HOLDINGS III CORP.), a Delaware corporation (the “Borrower”), EWT HOLDINGS II CORP. (f/k/a WTG HOLDINGS II CORP.), a Delaware corporation (“Holdings”), the other Loan Parties identified on the signature pages hereto, each financial institution identified on the signature pages hereto, and Credit Suisse AG, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent, relating to the First Lien Credit Agreement, dated as of January 15, 2014 (as heretofore amended, amended and restated, extended, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among the Borrower, Holdings, the Lenders from the time to time party thereto, the Administrative Agent and the L/C Issuers referred to therein.
FIRST AMENDMENT TO THE SALE AND CONTRIBUTION AGREEMENTSale and Contribution Agreement • August 11th, 2021 • Evoqua Water Technologies Corp. • Refrigeration & service industry machinery • New York
This FIRST AMENDMENT TO THE SALE AND CONTRIBUTION AGREEMENT (this “Amendment”), dated as of August 5, 2021, is entered into by and among the following parties:
AMENDED AND RESTATED AMENDMENT TO EMPLOYMENT AGREEMENT, STOCKHOLDERS’ AGREEMENT, AND REGISTRATION RIGHTS AGREEMENTEmployment Agreement • October 17th, 2017 • EWT Holdings I Corp. • Refrigeration & service industry machinery
THIS AMENDED AND RESTATED AMENDMENT (the “A&R Amendment”) is entered into this 13th day of October, 2017, effective as of September 6, 2017 (the “Effective Date”) by and among Benedict J. Stas (the “Executive”), Evoqua Water Technologies LLC, a Delaware limited liability company (the “Company”), and EWT Holdings I Corp., a Delaware corporation (“Holdings”, and together with the Executive and the Company, collectively, the “Parties” and individually, a “Party”).
