Arizona Public Service Co Sample Contracts

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First Supplemental Indenture • November 22nd, 1996 • Arizona Public Service Co • Electric & other services combined
Exhibit 1.1 ARIZONA PUBLIC SERVICE COMPANY SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • February 28th, 2002 • Arizona Public Service Co • Electric & other services combined
ARIZONA PUBLIC SERVICE COMPANY SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • February 22nd, 1999 • Arizona Public Service Co • Electric & other services combined
TERMS AGREEMENT ---------------
Terms Agreement • April 9th, 1997 • Arizona Public Service Co • Electric & other services combined

We offer to purchase, on and subject to the terms and conditions of the Distribution Agreement filed as an exhibit to the Company's registration statement on Form S-3 (No. 333-15379) ("Distribution Agreement"), the following Securities ("Notes") on the following terms:

SETTLEMENT AGREEMENT
Settlement Agreement • May 19th, 1999 • Arizona Public Service Co • Electric & other services combined
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Second Supplemental Indenture • April 9th, 1997 • Arizona Public Service Co • Electric & other services combined
As trustee under Central Arizona Light and Power Company's Mortgage and Deed of Trust, Dated as of July 1, 1946.
Supplemental Indenture • November 22nd, 1996 • Arizona Public Service Co • Electric & other services combined
Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939:
Indenture • November 20th, 1995 • Arizona Public Service Co • Electric & other services combined • New York
Exhibit 1.1 ARIZONA PUBLIC SERVICE COMPANY FIRST MORTGAGE BONDS UNDERWRITING AGREEMENT
Underwriting Agreement • June 20th, 2002 • Arizona Public Service Co • Electric & other services combined
Exhibit 1.1 ARIZONA PUBLIC SERVICE COMPANY SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • July 2nd, 2003 • Arizona Public Service Co • Electric & other services combined
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Seventh Supplemental Indenture • May 9th, 2003 • Arizona Public Service Co • Electric & other services combined
ARIZONA PUBLIC SERVICE COMPANY SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • August 4th, 2000 • Arizona Public Service Co • Electric & other services combined
U.S. $500,000,000 FIVE-YEAR CREDIT AGREEMENT Dated as of May 28, 2021 among ARIZONA PUBLIC SERVICE COMPANY, as Borrower, THE LENDERS PARTY HERETO, BARCLAYS BANK PLC, as Agent and Issuing Bank, MIZUHO BANK, LTD., as Syndication Agent, BARCLAYS BANK...
Credit Agreement • August 5th, 2021 • Arizona Public Service Co • Electric & other services combined • New York

ARIZONA PUBLIC SERVICE COMPANY, an Arizona corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and initial issuing banks (the “Initial Issuing Banks”) listed on the signature pages hereof, the other Lenders (as hereinafter defined), BARCLAYS BANK PLC, as Agent for the Lenders (as hereinafter defined), MIZUHO BANK, LTD., as Syndication Agent, BARCLAYS BANK PLC and MIZUHO BANK, LTD., as Co-Sustainability Structuring Agents and BANK OF AMERICA, N.A., BNP PARIBAS, JPMORGAN CHASE BANK, N.A., MUFG UNION BANK, N.A., TRUIST BANK and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Documentation Agents, agree as follows:

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Sixth Supplemental Indenture • February 28th, 2002 • Arizona Public Service Co • Electric & other services combined
RECITALS
Memorandum of Agreement • May 15th, 1998 • Arizona Public Service Co • Electric & other services combined
ARIZONA PUBLIC SERVICE COMPANY $450,000,000 5.70% Notes due 2034 UNDERWRITING AGREEMENT
Underwriting Agreement • May 9th, 2024 • Arizona Public Service Co • Electric & other services combined • New York

Expected Ratings (Moody’s / S&P / Fitch): __ (__) / __ (__) / __ (__) Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

A G R E E M E N T S: - - - - - - - - - -
Decommissioning Trust Agreement • March 28th, 1997 • Arizona Public Service Co • Electric & other services combined
364-DAY TERM LOAN AGREEMENT
Term Loan Agreement • August 8th, 2019 • Arizona Public Service Co • Electric & other services combined • New York

PINNACLE WEST CAPITAL CORPORATION, an Arizona corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, the other Lenders (as hereinafter defined), CITIBANK, N.A. as Syndication Agent, and PNC BANK, NATIONAL ASSOCIATION, as Agent for the Lenders, agree as follows:

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U.S. $200,000,000 FIVE-YEAR CREDIT AGREEMENT Dated as of May 9, 2014 among PINNACLE WEST CAPITAL CORPORATION, as Borrower, THE LENDERS PARTY HERETO, BARCLAYS BANK PLC, as Agent and Issuing Bank, THE ROYAL BANK OF SCOTLAND PLC as Syndication Agent, THE...
Credit Agreement • July 31st, 2014 • Arizona Public Service Co • Electric & other services combined • New York

Effective Date: , 20 [TO BE INSERTED BY AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]

PERFORMANCE SHARE AWARD AGREEMENT
Performance Share Award Agreement • February 24th, 2021 • Arizona Public Service Co • Electric & other services combined

THIS AWARD AGREEMENT is made and entered into as of ____________ (the “Date of Grant”), by and between Pinnacle West Capital Corporation (the “Company”), and _________________ (“Employee”).

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Indenture • November 1st, 1996 • Arizona Public Service Co • Electric & other services combined • New York
As trustee under Central Arizona Light and Power Company's Mortgage and Deed of Trust, Dated as of July 1, 1946.
Fifty-Fifth Supplemental Indenture • April 9th, 1997 • Arizona Public Service Co • Electric & other services combined
AGREEMENT of
Power Supply Agreement • May 15th, 1998 • Arizona Public Service Co • Electric & other services combined
KEY EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENT
Key Executive Employment and Severance Agreement • November 6th, 2007 • Arizona Public Service Co • Electric & other services combined • Arizona

THIS AGREEMENT, made and entered into as of the ___day of , 2007, by and between Pinnacle West Capital Corporation, an Arizona corporation (hereinafter referred to as the “Company”) and (hereinafter referred to as the “Executive”):

ARIZONA PUBLIC SERVICE COMPANY UNDERWRITING AGREEMENT
Underwriting Agreement • December 21st, 2004 • Arizona Public Service Co • Electric & other services combined • New York
RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 1st, 2019 • Arizona Public Service Co • Electric & other services combined

THIS AWARD AGREEMENT is made and entered into as of ____________________ (the "Date of Grant"), by and between Pinnacle West Capital Corporation (the "Company"), and ____________________ ("Employee").

PERFORMANCE SHARE AGREEMENT UNDER THE PINNACLE WEST CAPITAL CORPORATION 2007 LONG-TERM INCENTIVE PLAN
Performance Share Agreement • August 7th, 2008 • Arizona Public Service Co • Electric & other services combined • Arizona

THIS AWARD AGREEMENT is made and entered into as of (the “Date of Grant”), by and between Pinnacle West Capital Corporation (the “Company”), and (“Employee”).

U.S. $200,000,000 SECOND AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT Dated as of April 10, 2023 among PINNACLE WEST CAPITAL CORPORATION, as Borrower, THE LENDERS PARTY HERETO, BARCLAYS BANK PLC, as Agent and Issuing Bank, MIZUHO BANK, LTD. and...
Five-Year Credit Agreement • April 10th, 2023 • Arizona Public Service Co • Electric & other services combined • New York

The Borrower, the banks, financial institutions party thereto and other institutional lenders party thereto (collectively, the “Existing Lenders”), the issuing banks party thereto (collectively, the “Existing Issuing Banks”), Barclays Bank PLC, as Agent for the Existing Lenders, Mizuho Bank, Ltd., as Syndication Agent and the other agents party thereto, are parties to that certain Amended and Restated Five-Year Credit Agreement, dated as of May 28, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), whereby the Existing Lenders made certain advances (collectively, the “Existing Advances”) to, and the Existing Issuing Banks issued letters of credit for the benefit of (collectively, the “Existing Letters of Credit”), the Borrower.

U.S. $150,000,000 364-DAY CREDIT AGREEMENT Dated as of June 28, 2018
364-Day Credit Agreement • August 3rd, 2018 • Arizona Public Service Co • Electric & other services combined • New York

PINNACLE WEST CAPITAL CORPORATION, an Arizona corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and the initial issuing bank (the “Initial Issuing Bank”) listed on the signature pages hereof, the other Lenders (as hereinafter defined), MUFG BANK, LTD. (f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd.), as Agent for the Lenders, and JPMORGAN CHASE BANK, N.A. and BANK OF AMERICA, N.A., as Co-Syndication Agents, agree as follows:

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