CONTINUING GUARANTYContinuing Guaranty • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
STOCK PLEDGE AGREEMENT (GLOBAL WATER — PICACHO COVE UTILITIES COMPANY)Stock Pledge Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply
COLLATERAL ASSIGNMENT OF MEMBER INTEREST (SANTA CRUZ WATER COMPANY, LLC)Collateral Assignment of Member Interest • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
THIS COLLATERAL ASSIGNMENT OF MEMBER INTEREST (the “Assignment”) is made December 9, 2005, by and between GLOBAL WATER RESOURCES, LLC (“Assignor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Assignee”) (Assignor and Assignee, collectively, the “Parties”).
SECOND AMENDED AND RESTATED REVOLVING LINE OF CREDIT NOTERevolving Line of Credit Note • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
FOR VALUE RECEIVED, the undersigned GLOBAL WATER RESOURCES, LLC, GLOBAL WATER MANAGEMENT, LLC AND GLOBAL WATER, INC. (f/k/a GLOBAL WATER RESOURCES,. INC.) (each individually and collectively, the “Borrower”) promise to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”) at its office at 100 West Washington, Phoenix. Arizona 85003, or at such other place as the holder hereof may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of Fifty-Six Million Dollars ($56,000,000.00), or so much thereof as may be advanced and be outstanding, with interest thereon, to be computed on each advance from the date of its disbursement as set forth herein.
COLLATERAL ASSIGNMENT OF MEMBER INTEREST (GLOBAL WATER MANAGEMENT, LLC)Collateral Assignment of Member Interest • August 15th, 2008 • Global Water Resources, Inc. • Water supply
THIS COLLATERAL ASSIGNMENT OF MEMBER INTEREST (the “Assignment”) is made December 9, 2005, by and among LEVINE INVESTMENTS LIMITED PARTNERSHIP, TREVOR HILL, LEO COMMANDEUR, DANIEL CRACCHIOLO, ANDREW COHN, GRAHAM SYMMONDS and CINDY LILES (individually and/or collectively as the context requires, “Assignor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Assignee”) (Assignor and Assignee, collectively, the “Parties’’).
INTERCREDITOR AGREEMENTIntercreditor Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
THIS INTERCREDITOR AGREEMENT (“Agreement”) is made as of December 1. 2006 by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Lender”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (in a corporate trust capacity, together with its successors, for the benefit of the holders of the Bonds (as defined below), the “Trustee”), and GLOBAL WATER RESOURCES, LLC, a Delaware limited liability company (“Borrower”).
CONSENT AND AGREEMENT OF GUARANTORS AND PLEDGORSSecond Modification Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply
With respect to the Second Modification Agreement, dated December 1, 2006 (“Agreement”), among GLOBAL WATER RESOURCES, LLC, a Delaware limited liability company, GLOBAL WATER MANAGEMENT, LLC, a Delaware limited liability company, and GLOBAL WATER, INC., (f/k/a GLOBAL WATER RESOURCES, INC.), a Delaware corporation (collectively, “Borrower”), and WELLS FARGO BANK. NATIONAL ASSOCIATION, a national banking association (“Bank”), WILLIAM S. LEVINE and LEVINE INVESTMENTS LIMITED PARTNERSHIP, an Arizona limited partnership (collectively, “Guarantors”) and TREVOR HILL, LEO COMMANDEUR, DANIEL CRACCHIOLO, ANDREW COHN, GRAHAM SYMMONDS and CINDY LILES (collectively, “Pledgors”) agree for the benefit of Bank as follows:
UNIT AWARD AGREEMENTUnit Award Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
THIS UNIT AWARD AGREEMENT (the “Agreement”) is made and entered into effective as of the 24th day of June, 2008, by and between Global Water Resources, LLC, a Delaware limited liability company (the “Company”) and Cindy M. Liles, an individual resident of Arizona (the “Recipient”).
FIRST MODIFICATION AGREEMENTModification Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
increased working capital and other financing needs. Bank is willing to so modify the Line of Credit and the Loan Documents, subject to the terms and conditions herein.
THIRD MODIFICATION AGREEMENTModification Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
increased working capital and other financing needs, (ii) delete the borrowing base component of the Line of Credit, (iii) extend the Maturity Date to March 31, 2008 and (iv) modify certain of the covenants in the Credit Agreement. Bank is willing to so modify the Line of Credit and the Loan Documents, subject to the terms and conditions herein.
THIRD AMENDED AND RESTATED REVOLVING LINE OF CREDIT NOTERevolving Line of Credit Note • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
FOR VALUE RECEIVED, the undersigned GLOBAL WATER RESOURCES, LLC, GLOBAL WATER MANAGEMENT, LLC AND GLOBAL WATER, INC. (f/k/a GLOBAL WATER RESOURCES, INC.) (each individually and collectively, the “Borrower”) promise to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”) at its office at 100 West Washington, Phoenix, Arizona 85003, or at such other place as the holder hereof may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of Eighty Million Dollars ($80,000,000.00), or so much thereof as may be advanced and be outstanding, with interest thereon, to be computed on each advance from the date of its disbursement as set forth herein.
FOURTH MODIFICATION AGREEMENTModification Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and Bank agree as follows:
OFFICE LEASE AGREEMENT ANCONA OFFICE CENTRE LEASE AGREEMENT EXHIBITS: Premises (A) Rules and Regulations (B) Parking Rules and Regulations (C) Work Letter (D) Space Plan (E) ADDENDUMOffice Lease Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
THIS OFFICE LEASE AGREEMENT, dated November 15, 2005 is made and entered into by E & V Investments LLC, an Arizona Limited Liability Company, (the “Landlord”) and Global Water Management, LLC (the “Tenant”). In consideration of the mutual promises and representations set forth in this Lease, Landlord and Tenant agree as follows:
SECOND MODIFICATION AGREEMENTModification Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply • Arizona
interest to Palo Verde Utilities Company, LLC, an Arizona limited liability company, with such corporation and such limited liability company referred to herein together as “Palo Verde”) and (ii) Global Water-Santa Cruz Water Company, an Arizona corporation (expected to be approved by the Arizona Corporation Commission as successor in interest to Santa Cruz Water Company, LLC. an Arizona limited liability company, with such corporation and such limited liability company referred to herein together as “Santa Cruz”).
CONSENT AND AGREEMENT OF GUARANTORS AND PLEDGORSModification Agreement • August 15th, 2008 • Global Water Resources, Inc. • Water supply
With respect to the Third Modification Agreement, dated April 20, 2007 (“Agreement”), among GLOBAL WATER RESOURCES, LLC, a Delaware limited liability company, GLOBAL WATER MANAGEMENT, LLC, a Delaware limited liability company, and GLOBAL WATER, INC., (f/k/a GLOBAL WATER RESOURCES, INC.), a Delaware corporation (collectively, “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Bank”), WILLIAM S. LEVINE and LEVINE INVESTMENTS LIMITED PARTNERSHIP, an Arizona limited partnership (collectively, “Guarantors”) and TREVOR HILL, LEO COMMANDEUR, DANIEL CRACCHIOLO, ANDREW COHN, GRAHAM SYMMONDS and CINDY LILES (collectively, “Pledgors”) agree for the benefit of Bank as follows:
