Algonquin Power & Utilities Corp. Sample Contracts

SUPPORT AGREEMENT STRICTLY CONFIDENTIAL
Letter Agreement • March 26th, 2007 • Algonquin Power Income Fund • Ontario
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AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT BETWEEN
Shareholder Rights Plan Agreement • June 3rd, 2022 • Algonquin Power & Utilities Corp. • Electric services • Ontario

THIS AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT dated June 2, 2022 (amending and restating the Amended and Restated Shareholder Rights Plan Agreement dated June 6, 2019)

BETWEEN
Algonquin Power Income Fund • March 26th, 2007 • Ontario
INDENTURE by and among ALGONQUIN POWER & UTILITIES CORP. as the Issuer AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as the U.S. Trustee AND TSX TRUST COMPANY as the Canadian Co-Trustee Dated as of [ ] SUBORDINATED DEBT SECURITIES
Indenture • November 12th, 2021 • Algonquin Power & Utilities Corp. • Electric services • Ontario

INDENTURE, dated as of [ ], by and among (i) ALGONQUIN POWER & UTILITIES CORP., a corporation duly organized and existing under the laws of Canada (herein called the “Corporation”), having its principal office at 354 Davis Road, Oakville, Ontario L6J 2X1, (ii) AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as the United States trustee, paying agent, registrar and transfer agent (herein called the “U.S. Trustee”) and (iii) TSX TRUST COMPANY, as the Canadian trustee (herein called the “Canadian Co-Trustee”). The U.S. Trustee and the Canadian Co-Trustee are each also individually referred to in this Indenture as a “Trustee” and collectively, as the “Trustees”.

UNDERWRITING AGREEMENT
Underwriting Agreement • January 14th, 2022 • Algonquin Power & Utilities Corp. • Electric services • New York

Algonquin Power & Utilities Corp., a Canadian corporation (the “Corporation”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $750,000,000 aggregate principal amount of the Corporation’s 4.750% Fixed-to-Fixed Reset Rate Junior Subordinated Notes Series 2022-B due January 18, 2082 (the “Notes”). BofA Securities, Inc. (“BofA Securities”) and Wells Fargo Securities, LLC (“Wells Fargo Securities”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes (the “Offering”).

AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT BETWEEN ALGONQUIN POWER & UTILITIES CORP. and CIBC MELLON TRUST COMPANY as Rights Agent April 23, 2013
Shareholder Rights Plan Agreement • May 2nd, 2013 • Algonquin Power & Utilities Corp. • Electric services • Ontario

THIS SHAREHOLDER RIGHTS PLAN AGREEMENT dated April 23, 2013 (amending and restating the Shareholder Rights Plan Agreement dated June 9, 2010)

ALGONQUIN POWER & UTILITIES CORP. EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • May 15th, 2020 • Algonquin Power & Utilities Corp. • Electric services • Ontario

RBC Dominion Securities Inc. 4th Floor, South Tower, 200 Bay Street Toronto, ON M5J 2W7 Canada J.P. Morgan Securities Canada Inc. Suite 4500, TD Bank Tower 66 Wellington Street West Toronto, ON M5K 1E7 Merrill Lynch Canada Inc. 181 Bay Street, Suite 400 Toronto ON M5J 2V8 Canada Scotia Capital Inc. 40 King St. West, 64th Floor Toronto, ON M5W 2X6 Canada TD Securities Inc. 66 Wellington Street W, 9th Floor Toronto, ON M5K 1A2 Canada RBC Capital Markets, LLC 200 Vesey St. New York, NY 10281-8098 United States J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 United States BofA Securities, Inc. One Bryant Park New York, NY 10036 United States Scotia Capital (USA) Inc. 250 Vesey Street, 24th Floor New York, New York 10281 United States TD Securities (USA) LLC 31 W 52nd St #18 New York, NY 10019 United States

GUARANTY
Guaranty • August 30th, 2012 • Algonquin Power & Utilities Corp. • Electric services • New York

THIS GUARANTY (this “Guaranty”) is made as of May 12, 2011, by Algonquin Power & Utilities Corp., a corporation organized under the Laws of Canada (the “Guarantor”), in favor of Atmos Energy Corporation, a corporation incorporated in the State of Texas and the Commonwealth of Virginia (“Seller”). Capitalized terms used but not defined herein have the meanings given to such terms in the Asset Purchase Agreement (defined below).

as Issuer and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as the U.S. trustee, the U.S. registrar, the U.S. paying agent and the U.S. transfer agent and AST TRUST COMPANY (CANADA) as the Canadian trustee, the Canadian registrar and the Canadian...
Algonquin Power & Utilities Corp. • May 23rd, 2019 • Electric services • Ontario

THIS SECOND SUPPLEMENTAL INDENTURE (the “Second Supplemental Indenture”) dated as of May 23, 2019, among ALGONQUIN POWER & UTILITIES CORP., a company duly organized and existing under the laws of Canada, (hereinafter called the “Issuer” and, when referred to in the Original Indenture, the “Corporation”), AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company, as the U.S. trustee, the U.S. registrar, the U.S. paying agent and the U.S. transfer agent (hereinafter called the “U.S. Trustee”) and AST TRUST COMPANY (CANADA), a trust company existing under the federal laws of Canada, as the Canadian trustee, the Canadian registrar and the Canadian transfer agent, (hereinafter called the “Canadian Trustee” and, together with the U.S. Trustee, the “Trustees”).

UNDERWRITING AGREEMENT
Underwriting Agreement • October 27th, 2021 • Algonquin Power & Utilities Corp. • Electric services • Ontario
UNDERWRITING AGREEMENT
Underwriting Agreement • December 2nd, 2015 • Algonquin Power & Utilities Corp. • Electric services • Ontario

CIBC World Markets Inc. ("CIBC"), TD Securities Inc. ("TD Securities", and together with CIBC, the "Joint Bookrunners"), BMO Nesbitt Burns Inc., National Bank Financial Inc., RBC Dominion Securities Inc., Scotia Capital Inc., Desjardins Securities Inc., Canaccord Genuity Inc., Cormark Securities Inc. and Industrial Alliance Securities Inc. (individually, an "Underwriter" and collectively, the "Underwriters") understand that Algonquin Power & Utilities Corp. (the "Corporation") proposes to issue and sell 14,355,000 Common Shares of the Corporation (the "Firm Securities"). In addition, the Underwriters understand that the Corporation proposes to grant to the Underwriters a one-time option (the "Over-Allotment Option") to purchase additional Common Shares from the Corporation (the "Optional Securities") for the sole purpose of covering over-allotments, in an amount equal to up to 15% of the number of Firm Securities (collectively, the Firm Securities and the Optional Securities are referr

SALE AND PURCHASE AGREEMENT ATLANTICA YIELD PLC
Sale and Purchase Agreement • November 27th, 2018 • Algonquin Power & Utilities Corp. • Electric services
INDENTURE by and among ALGONQUIN POWER & UTILITIES CORP. as the Issuer AND EQUINITI TRUST COMPANY, LLC as the U.S. Trustee AND TSX TRUST COMPANY as the Canadian Co-Trustee Dated as of [ ] SENIOR DEBT SECURITIES
Indenture • March 8th, 2024 • Algonquin Power & Utilities Corp. • Electric services • Ontario

INDENTURE, dated as of [ ], by and among (i) ALGONQUIN POWER & UTILITIES CORP., a corporation duly organized and existing under the laws of Canada (herein called the “Corporation”), having its principal office at 354 Davis Road, Oakville, Ontario L6J 2X1, (ii) EQUINITI TRUST COMPANY, LLC , as the United States trustee, paying agent, registrar and transfer agent (herein called the “U.S. Trustee”) and (iii) TSX TRUST COMPANY, as the Canadian trustee (herein called the “Canadian Co-Trustee”). The U.S. Trustee and the Canadian Co-Trustee are each also individually referred to in this Indenture as a “Trustee” and collectively, as the “Trustees”.

TRUST INDENTURE
Trust Indenture • December 9th, 2009 • Algonquin Power & Utilities Corp. • Heavy construction other than bldg const - contractors • Ontario

WHEREAS the Issuer deems it necessary for its investment purposes to create and issue the Debentures to be created and issued in the manner hereinafter appearing;

ASSET PURCHASE AGREEMENT by and between ATMOS ENERGY CORPORATION as Seller and LIBERTY ENERGY (GEORGIA) CORP. as Buyer Dated as of August 8, 2012
Asset Purchase Agreement • August 30th, 2012 • Algonquin Power & Utilities Corp. • Electric services • New York

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 8, 2012, by and between Atmos Energy Corporation, a corporation incorporated in the State of Texas and the Commonwealth of Virginia (“Seller”), and Liberty Energy (Georgia) Corp., a Georgia corporation (“Buyer”).

ATM PLAN LETTER AGREEMENT
Atm Plan Letter Agreement • August 4th, 2021 • Algonquin Power & Utilities Corp. • Electric services

Atlantica Sustainable Infrastructure plc (the “Company”) intends to establish an “at-the-market program” for an aggregate offering size of up to $150,000,000 (the “ATM Program”), by which the Company may offer and sell its ordinary shares at any time and from time to time through one or more designated sales agents (the “Agent”), through ordinary brokers’ transactions through the NASDAQ Global Select Market (“NASDAQ”) at market prices, in block transactions or as otherwise agreed between the Company and the Agent (each an “ATM Sale”), pursuant to (i) a Distribution Agreement to be entered into with the Agent (the “Distribution Agreement”), (ii) the Company’s registration statement on Form F-3 (the “Registration Statement”) and (iii) a related base prospectus and prospectus supplement to be filed with the U.S. Securities and Exchange Commission (together the “Prospectus”).

STOCK PURCHASE AGREEMENT by and among AMERICAN ELECTRIC POWER COMPANY, INC.
Stock Purchase Agreement • October 27th, 2021 • Algonquin Power & Utilities Corp. • Electric services • New York
STRATEGIC INVESTMENT AGREEMENT between ALGONQUIN POWER & UTILITIES CORP. - and - EMERA INCORPORATED DATED as of April 29, 2011
Strategic Investment Agreement • October 19th, 2011 • Algonquin Power & Utilities Corp. • Electric services • Ontario

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and the mutual covenants and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties, the Parties agree as follows:

ENHANCED COOPERATION AGREEMENT – by and among – ALGONQUIN POWER & UTILITIES CORP. ABENGOA-ALGONQUIN GLOBAL ENERGY SOLUTIONS B.V. – and – ATLANTICA YIELD PLC Dated 9 May 2019
Enhanced Cooperation Agreement • May 13th, 2019 • Algonquin Power & Utilities Corp. • Electric services

This ENHANCED COOPERATION AGREEMENT (this “Agreement”) is entered into on 9 May 2019 by and among ALGONQUIN POWER & UTILITIES CORP. (“AQN”), a company incorporated under the federal laws of Canada, ABENGOA-ALGONQUIN GLOBAL ENERGY SOLUTIONS B.V. (“AAGES”), a private company with limited liability incorporated under the laws of the Netherlands and ATLANTICA YIELD PLC (the “Company” or “AY”), a public limited company incorporated and registered in England and Wales. Each of AQN, AAGES and the Company is referred to herein as a “Party,” and together as the “Parties”.

STOCK PURCHASE AGREEMENT BETWEEN NATIONAL GRID USA AND LIBERTY ENERGY UTILITIES CO. ENTERED INTO ON DECEMBER 8, 2010 AND AMENDED AND RESTATED JANUARY 21, 2011
Stock Purchase Agreement • January 28th, 2011 • Algonquin Power & Utilities Corp. • Electric services • New York

STOCK PURCHASE AGREEMENT, entered into on December 8, 2010 and amended and restated January 21, 2011 (this “Agreement”), between National Grid USA, a Delaware corporation (the “Seller”), Liberty Energy Utilities Co., a Delaware corporation (the “Buyer”), and for purposes of Section 2.1, Section 4.5, Section 5.1, Section 5.2, Section 5.3, Section 5.6, Section 7.1, Section 7.2(a), Section 7.4, Section 7.8, Section 7.11 and Article X and Article XI only, National Grid NE Holdings 2 LLC, a Massachusetts limited liability company (“National Grid NE”).

GUARANTEE
Guarantee • February 9th, 2016 • Algonquin Power & Utilities Corp. • Electric services • Delaware

THIS GUARANTEE (this “Guarantee”) is made as of February 9, 2016, by Algonquin Power & Utilities Corp., a corporation organized under the Laws of Canada (“Guarantor”), in favor of The Empire District Electric Company, a Kansas corporation (the “Company”). Capitalized terms used but not defined herein have the meanings given to such terms in the Merger Agreement (defined below).

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SHAREHOLDERS AGREEMENT – by and among – ALGONQUIN POWER & UTILITIES CORP. ABENGOA-ALGONQUIN GLOBAL ENERGY SOLUTIONS B.V. – and – ATLANTICA YIELD PLC dated as of 5 March 2018
Shareholders Agreement • March 9th, 2018 • Algonquin Power & Utilities Corp. • Electric services

This SHAREHOLDERS AGREEMENT (this “Agreement”) is made on 5 March 2018 by and among ALGONQUIN POWER & UTILITIES CORP. (“AQN”), a company incorporated under the federal laws of Canada, ABENGOA-ALGONQUIN GLOBAL ENERGY SOLUTIONS B.V. (“AAGES”), a private company with limited liability incorporated under the laws of the Netherlands, and ATLANTICA YIELD PLC (the “Company” or “AY”), a public limited company incorporated and registered in England and Wales. Each of AQN, AAGES and the Company are referred to herein as a “Party,” and together as the “Parties”.

SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • March 17th, 2023 • Algonquin Power & Utilities Corp. • Electric services • New York

This SECOND AMENDMENT TO THE STOCK PURCHASE AGREEMENT, is made as of January 16, 2023 (this “Amendment”), by and among American Electric Power Company, Inc. (“AEP”), a New York corporation, AEP Transmission Company, LLC (“AEP TransCo”), a Delaware limited liability company (AEP and AEP TransCo are each referred to individually as a “Seller,” and, collectively, as “Sellers”), and Liberty Utilities Co., a Delaware corporation (“Purchaser”). Sellers and Purchaser are each referred to individually in this Amendment as a “Party” and collectively as the “Parties.” Capitalized terms used herein but not defined herein shall have the meaning assigned thereto in the SPA (as defined below).

ASSET PURCHASE AGREEMENT by and between ATMOS ENERGY CORPORATION as Seller and LIBERTY ENERGY (MIDSTATES) CORP. as Buyer Dated as of May 12, 2011
Asset Purchase Agreement • August 30th, 2012 • Algonquin Power & Utilities Corp. • Electric services • New York

THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made and entered into as of May 12, 2011, by and between Atmos Energy Corporation, a corporation incorporated in the State of Texas and the Commonwealth of Virginia (“Seller”), and Liberty Energy (Midstates) Corp., a Missouri corporation (“Buyer”).

FOURTH SUPPLEMENTAL TRUST INDENTURE
Fourth Supplemental Trust Indenture • March 10th, 2017 • Algonquin Power & Utilities Corp. • Electric services • Ontario
SUPPLEMENT AND AMENDMENT TO THIRD AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT
Membership Interest Purchase and Sale Agreement • January 21st, 2014 • Algonquin Power & Utilities Corp. • Electric services • New York

This SUPPLEMENT AND AMENDMENT TO THIRD AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into as of November 27, 2013 (the “Effective Date”), by and between GAMESA WIND US, LLC, a Delaware limited liability company (“Seller”) and successor in interest to Gamesa Energy USA, LLC, and ALGONQUIN POWER FUND (AMERICA) INC., a Delaware corporation (“Buyer”). Seller and Buyer are sometimes referred to, individually, as a “Party” or, collectively, as the “Parties.”

GUARANTY
Guaranty • October 8th, 2014 • Algonquin Power & Utilities Corp. • Electric services • Delaware

This Guaranty, dated as of September 19, 2014 (this “Guaranty”), is made by Algonquin Power & Utilities Corp., a company incorporated and existing under the laws of Canada (including its successors and assigns, “Guarantor”), in favor of Western Water Holdings, LLC, a Delaware limited liability company (“Holdings”), and, following the Effective Time (as defined in the Merger Agreement), in favor of the Holders (as defined in the Merger Agreement).

DEED OF AMENDMENT NO. 3 TO SALE AND PURCHASE AGREEMENT
Sale and Purchase Agreement • March 8th, 2018 • Algonquin Power & Utilities Corp. • Electric services
SALE AND PURCHASE AGREEMENT ATLANTICA YIELD PLC
Sale and Purchase Agreement • March 9th, 2018 • Algonquin Power & Utilities Corp. • Electric services
MORGAN STANLEY & CO. LLC 1585 BROADWAY NEW YORK, NY 10036-8293 May 31, 2019
Algonquin Power & Utilities Corp. • June 3rd, 2019 • Electric services • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between Morgan Stanley & Co. LLC (“MSCO”) and AAGES (AY Holdings) B.V. (“Counterparty”) on the Trade Date specified below (the “Transaction”). This confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.

UNDERWRITING AGREEMENT
Underwriting Agreement • October 19th, 2011 • Algonquin Power & Utilities Corp. • Electric services • Ontario

Scotia Capital Inc. (“Scotia”), BMO Nesbitt Burns Inc. (“BMO”), CIBC World Markets Inc., National Bank Financial Inc., TD Securities Inc., Macquarie Capital Markets Canada Ltd., RBC Dominion Securities Inc., Canaccord Genuity Corp., Desjardins Securities Inc., Stifel Nicolaus Canada Inc., Mackie Research Capital Corporation and Cormark Securities Inc. (individually, an “Underwriter” and collectively, the “Underwriters”) understand that Algonquin Power & Utilities Corp. (the “Corporation”) proposes to issue and sell 15,100,000 common shares in the capital of the Corporation (the “Common Shares”) at a price of $5.65 per Common Share, payable at the Time of Closing (as hereinafter defined) for an aggregate purchase price of $85,315,000 (the “Purchase Price”). Pursuant to the terms of this letter, the Underwriters hereby severally, and not jointly or jointly and severally, offer to purchase from the Corporation, and by its acceptance of the offer made by this letter, the Corporation agrees

UNDERWRITING AGREEMENT
Underwriting Agreement • January 14th, 2022 • Algonquin Power & Utilities Corp. • Electric services • Ontario

The Notes will be issued pursuant to an indenture to be dated as of the Closing Date (as defined below) (the "Base Indenture"), among the Corporation and TSX Trust Company, as the trustee, (the "Trustee"). Certain terms of the Notes will be established pursuant to a supplemental indenture to the Base Indenture to be dated as of the Closing Date (the "Supplemental Indenture" and, together with the Base Indenture, the "Indenture"). The Notes will be issued in book-entry form in the name of CDS Clearing and Depository Services Inc. (the "Depository").

SHAREHOLDER AGREEMENT BETWEEN ATLANTICA YIELD ENERGY SOLUTIONS CANADA INC. AND THE SHAREHOLDERS NAMED HEREIN AND ATLANTICA YIELD PLC DATED AS OF May 24, 2019
Shareholder Agreement • May 24th, 2019 • Algonquin Power & Utilities Corp. • Electric services • British Columbia

This Agreement (as executed and as it may be amended, modified, supplemented or restated from time to time, as provided herein, this “Agreement”), is dated as of May 24, 2019, between

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