EXHIBIT 1.01 $150,000,000Distribution Agreement • December 31st, 1996 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledDecember 31st, 1996 Company Industry
EXHIBIT 10.1 FORM OF EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "AGREEMENT") entered into as of the 1st day of July, 1998 between SOUTHWEST GAS CORPORATION, a California corporation (the "COMPANY"), and ____________________ (the "EMPLOYEE")....Employment Agreement • November 16th, 1998 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledNovember 16th, 1998 Company Industry Jurisdiction
1 EXHIBIT 1.01(a) SOUTHWEST GAS CORPORATION % NOTES DUE 2011 UNDERWRITING AGREEMENTUnderwriting Agreement • February 13th, 2001 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledFebruary 13th, 2001 Company Industry
and HARRIS TRUST COMPANY OF CALIFORNIA, Rights AgentRights Agreement • March 30th, 1999 • Southwest Gas Corp • Natural gas transmisison & distribution • California
Contract Type FiledMarch 30th, 1999 Company Industry Jurisdiction
Exhibit 4.3 SOUTHWEST GAS CORPORATION 1996 STOCK INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT THIS AGREEMENT dated as of the ______ day of ___________, ________ between Southwest Gas Corporation, a California corporation (the "Corporation"), and...Incentive Stock Option Agreement • July 14th, 1997 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledJuly 14th, 1997 Company Industry
EXHIBIT 2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AMENDMENT NO. 1 ("Amendment No. 1"), dated as of April 25, 1999, to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 14, 1998, by and among ONEOK, Inc., an...Agreement and Plan of Merger • April 28th, 1999 • Southwest Gas Corp • Natural gas transmisison & distribution • Oklahoma
Contract Type FiledApril 28th, 1999 Company Industry Jurisdiction
EXHIBIT 10.2 FORM OF CHANGE IN CONTROL AGREEMENT THIS AGREEMENT (this "AGREEMENT") entered into as of the 1st day of July, 1998 between SOUTHWEST GAS CORPORATION, a California corporation (the "COMPANY"), and ___________________ (the "EMPLOYEE"). 1....Change in Control Agreement • November 16th, 1998 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledNovember 16th, 1998 Company Industry Jurisdiction
EXHIBIT 1.01 2,500,000 Shares Southwest Gas Corporation Common Stock PURCHASE AGREEMENT ------------------Purchase Agreement • August 7th, 1998 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledAugust 7th, 1998 Company Industry Jurisdiction
Exhibit 4.2 SOUTHWEST GAS CORPORATION 1996 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT dated as of the ________ day of _________ _____, between Southwest Gas Corporation, a California corporation (the "Corporation"), and...Nonqualified Stock Option Agreement • July 14th, 1997 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledJuly 14th, 1997 Company Industry
AMONGMerger Agreement • March 29th, 1996 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledMarch 29th, 1996 Company Industry Jurisdiction
EXHIBIT 1.01 (a) SOUTHWEST GAS CORPORATION 7.625% SENIOR UNSECURED NOTES DUE 2012 UNDERWRITING AGREEMENTUnderwriting Agreement • May 6th, 2002 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledMay 6th, 2002 Company Industry Jurisdiction
1 EXHIBIT 4.01 ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ PREFERRED SECURITIES GUARANTEE AGREEMENT SOUTHWEST GAS CAPITAL I Dated as of...Preferred Securities Guarantee Agreement • November 9th, 1995 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledNovember 9th, 1995 Company Industry Jurisdiction
PRICING AGREEMENT Banc of America Securities LLC BNY Capital Markets, Inc. As Representatives of the Underwriters named in Schedule I hereto c/o Banc of America Securities LLC Bank of America Corporate Center 100 North Tryon Street Charlotte, North...Pricing Agreement • May 6th, 2002 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledMay 6th, 2002 Company Industry
Basic Rent - paragraph 4 & Schedule B Business Day - paragraph 11 Event of default - paragraph 18(a) Exercise Date - paragraph 13 Existing Lease - preliminary statement paragraph A Extended Term - paragraph 3 & Schedule B Improvements - paragraph 1...Lease Agreement • November 13th, 1996 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledNovember 13th, 1996 Company Industry Jurisdiction
SOUTHWEST GAS CORPORATION $300,000,000 5.450% Senior Notes due 2028 UNDERWRITING AGREEMENTUnderwriting Agreement • March 23rd, 2023 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledMarch 23rd, 2023 Company Industry Jurisdiction
SOUTHWEST GAS CORPORATION TO HARRIS TRUST AND SAVINGS BANK Trustee _______________ INDENTURE Dated as of October 31, 1995 _______________Indenture • November 9th, 1995 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledNovember 9th, 1995 Company Industry Jurisdiction
EXHIBIT 4.20 INDENTURE OF TRUSTIndenture of Trust • March 29th, 2000 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledMarch 29th, 2000 Company Industry Jurisdiction
CREDIT AGREEMENT dated as of June 4, 2012, by and among NPL CONSTRUCTION CO., as Borrower, the Lenders referred to herein, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and Issuing Lender WELLS FARGO...Credit Agreement • August 8th, 2012 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledAugust 8th, 2012 Company Industry JurisdictionCREDIT AGREEMENT, dated as of June 4, 2012, by and among NPL CONSTRUCTION CO., a Nevada corporation, as Borrower, the lenders who are party to this Agreement and the lenders who may become a party to this Agreement pursuant to the terms hereof, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.
SOUTHWEST GAS CORPORATION, a California corporation andRights Agreement • March 14th, 1996 • Southwest Gas Corp • Natural gas transmisison & distribution • California
Contract Type FiledMarch 14th, 1996 Company Industry Jurisdiction
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 8th, 2023 • Southwest Gas Corp • Natural gas transmisison & distribution • California
Contract Type FiledNovember 8th, 2023 Company Industry JurisdictionThis Indemnification Agreement (this “Agreement”) is made as of the ____ day of _________, 2023 by and between Southwest Gas Corporation, a California corporation, (the “Company”) and ______________ (the “Indemnitee”), a director or officer of the Company.
SOUTHWEST GAS CORPORATION AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of October [ ], 2013 [ ]% Senior Notes due 2043Indenture • October 1st, 2013 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledOctober 1st, 2013 Company Industry Jurisdiction
SOUTHWEST GAS CORPORATION $450,000,000 2.200% Senior Notes due 2030 UNDERWRITING AGREEMENTUnderwriting Agreement • June 4th, 2020 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledJune 4th, 2020 Company Industry JurisdictionSouthwest Gas Corporation, a California corporation (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”), acting severally and not jointly, the respective amounts set forth in such Schedule 1 of $450,000,000 aggregate principal amount of its 2.200% Senior Notes due 2030 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of June 4, 2020 (the “Base Indenture”), and a supplemental indenture to be dated as of June 4, 2020 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). This is to confirm the agreement concerning the purchase of the Securities from the Company by the Underwriters.
SOUTHWEST GAS HOLDINGS, INC., as Issuer and The Bank of New York Mellon Trust Company, N.A., as Trustee INDENTURE Dated as of [ ], 20[ ] DEBT SECURITIESIndenture • December 2nd, 2020 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledDecember 2nd, 2020 Company Industry JurisdictionINDENTURE, dated as of [ ], 20[ ], between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (the “Trustee”).
EXHIBIT 10 [Conformed Copy] ---------------- REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • August 14th, 1997 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledAugust 14th, 1997 Company Industry Jurisdiction
FIRST AMENDMENT TO CREDIT AGREEMENT Dated as of November 30, 2018Credit Agreement • February 28th, 2019 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledFebruary 28th, 2019 Company Industry JurisdictionThis FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is by and among CENTURI CONSTRUCTION GROUP, INC., a Nevada corporation (the “Company”), NPL CONSTRUCTION CO., a Nevada corporation, MERITUS GROUP, INC., a Nevada corporation and VISTUS CONSTRUCTION GROUP LLC, a Nevada limited liability company, as US Borrowers, LYNXUS CONSTRUCTION GROUP INC., a corporation organized under the laws of the Province of Ontario, Canada, as Canadian Borrower, the other Credit Parties party hereto, the lenders party hereto (the “Lenders”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
TABLE OF CONTENTS ARTICLE I THE MERGERS Page Section 1.1 The Mergers. . . . . . . . . . . . . . . . . . . . . . . . 1 Section 1.2 Effective Time of the Mergers. . . . . . . . . . . . . . . 2 Section 1.3 Closing. . . . . . . . . . . . . . . . . . . . ....Merger Agreement • December 17th, 1998 • Southwest Gas Corp • Natural gas transmisison & distribution • Oklahoma
Contract Type FiledDecember 17th, 1998 Company Industry Jurisdiction
MULTI-YEAR REVOLVING CREDIT AGREEMENTMulti-Year Revolving Credit Agreement • November 12th, 2002 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledNovember 12th, 2002 Company Industry
EXHIBIT 10.16 FINANCING AGREEMENT Dated as of October 1, 1999 By and Between CLARK COUNTY, NEVADAFinancing Agreement • March 29th, 2000 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledMarch 29th, 2000 Company Industry Jurisdiction
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • February 28th, 2023 • Southwest Gas Corp • Natural gas transmisison & distribution • Nevada
Contract Type FiledFebruary 28th, 2023 Company Industry JurisdictionTHIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (this “Agreement”) is entered into and effective as of the 18th day of May, 2022 (the “Effective Date”), among SOUTHWEST GAS CORPORATION, a California corporation (“Southwest”), SOUTHWEST GAS HOLDINGS, INC., a Delaware corporation (“Holdings” and together with Southwest and its successors, the “Company”), and Karen S. Haller (the “Executive”).
FINANCING AGREEMENT Dated as of December 1, 2009 By and Between CLARK COUNTY, NEVADA and SOUTHWEST GAS CORPORATION relating to CLARK COUNTY, NEVADA INDUSTRIAL DEVELOPMENT REVENUE BONDS (SOUTHWEST GAS CORPORATION PROJECT) SERIES 2009AFinancing Agreement • February 26th, 2010 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledFebruary 26th, 2010 Company IndustryTHIS FINANCING AGREEMENT made and entered into as of December 1, 2009 (this “Agreement”), by and between CLARK COUNTY, NEVADA, a political subdivision of the State of Nevada, party of the first part (hereinafter sometimes referred to as the “Issuer”), and SOUTHWEST GAS CORPORATION, a California corporation, party of the second part (hereinafter sometimes referred to as the “Borrower”),
AGREEMENT Between SOUTHWEST GAS CORPORATION, a California corporation THE SOUTHWEST COMPANIES, a Nevada corporation as SELLERS and NORWEST CORPORATION, a Delaware corporation as BUYER Dated as of January 8, 1996 TABLE OF CONTENTSStock Purchase Agreement • January 11th, 1996 • Southwest Gas Corp • Natural gas transmisison & distribution • California
Contract Type FiledJanuary 11th, 1996 Company Industry Jurisdiction
January 21, 2000 Southwest Gas Corporation 5241 Spring Mountain Road Las Vegas, Nevada 89102 Attention: George C. Biehl (via fax to 702/364-8597) Re: Agreement and Plan of Merger, dated as of December 14, 1998, as amended among ONEOK, Inc., OASIS...Merger Agreement • January 27th, 2000 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledJanuary 27th, 2000 Company Industry
EXHIBIT 10.1 AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2000 • Southwest Gas Corp • Natural gas transmisison & distribution
Contract Type FiledNovember 14th, 2000 Company Industry
SALES AGENCY AGREEMENTSales Agency Agreement • March 10th, 2015 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledMarch 10th, 2015 Company Industry JurisdictionThis Sales Agency Agreement (this “Agreement”) is dated March 10, 2015, between SOUTHWEST GAS CORPORATION, a California corporation (the “Company”), and BNY MELLON CAPITAL MARKETS, LLC, a registered broker-dealer organized under the laws of Delaware (“BNYMCM”).
THIS INDENTURE OF TRUST, made and entered into as of March 1, 2003 (this “Indenture”), by and between CLARK COUNTY, NEVADA, a political subdivision of the State of Nevada (the “Issuer”), and BNY MIDWEST TRUST COMPANY, not in its individual capacity,...Indenture of Trust • November 6th, 2008 • Southwest Gas Corp • Natural gas transmisison & distribution • New York
Contract Type FiledNovember 6th, 2008 Company Industry Jurisdiction