0000928385-02-001107 Sample Contracts

AMENDMENT NO. 1 TO 364-DAY CREDIT AGREEMENT
364-Day Credit Agreement • March 28th, 2002 • American Water Works Co Inc • Water supply • North Carolina

AMENDMENT NO. 1 TO 364-DAY CREDIT AGREEMENT (this “Amendment”) dated as of June 26, 2001, is by and between AMERICAN WATER CAPITAL CORP., a Delaware corporation (the “Borrower”); AMERICAN WATER WORKS COMPANY, INC., a Delaware corporation (the “Parent”); each of the Lenders that is a signatory hereto (each individually, a “Lender” and, collectively, the “Lenders”); and FIRST UNION NATIONAL BANK, as Administrative Agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).

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American Water Works Company, Inc. American Water Capital Corp. EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
Exchange and Registration Rights Agreement • March 28th, 2002 • American Water Works Co Inc • Water supply • New York

American Water Works Company, Inc., a Delaware corporation (“American Water Works”), proposes to issue and sell to RWE Aktiengesellschaft (the “Initial Purchaser”), upon the terms and subject to the conditions set forth in the Note Purchase Agreement dated as of November 6, 2001 (the “Purchase Agreement”), among the Initial Purchaser, American Water Works and the Company (as defined below) up to $150,000,000 aggregate principal amount of its 4.92% Senior Notes due 2006 (the “AWWC Notes”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Purchase Agreement.

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