ASSET PURCHASE AGREEMENT BY AND BETWEEN GLOBAL WATER RESOURCES, LLC And PHOENIX UTILITY MANAGEMENT, LLC DATED AS OF JANUARY 23 ,2004Asset Purchase Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
This Asset Purchase Agreement (this “Agreement”), dated as of January ___, 2004, is made by and between PHOENIX UTILITY MANAGEMENT, LLC, an Arizona limited liability company (“Seller”), and GLOBAL WATER RESOURCES, LLC, a Delaware limited liability company (“Purchaser”).
CONTRIBUTION AGREEMENTContribution Agreement • May 13th, 2008 • Global Water Resources, Inc. • Delaware
This Contribution Agreement (this “Agreement”), dated as of _________ ___, 2008, is made by and among Global Water Resources, Inc., a Delaware corporation (“GWR, Inc.”), Global Water Resources, LLC, a Delaware limited liability company (“GWR LLC”), Global Water Management, LLC, a Delaware limited liability company (“GWM LLC”), the members of GWR LLC (the “GWR Members”), and the members of GWM LLC (the “GWM Members”, and together with the GWR Members, the “Members”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 13th, 2008 • Global Water Resources, Inc.
This Agreement is entered into between Sonoran Utility Services, L.L.C. and the 387 Domestic Water Improvement District in conjunction with the provisions of Resolution No. 120303-387DWID, on the 3rd day of December, 2003.
CONSULTING AGREEMENTConsulting Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
This Consulting Agreement is hereby entered into this 15th day of December 2005 by and between Williams Manufacturing Company, attention William S. Levine, President, 1702 E. Highland #310, Phoenix, AZ 85016 (“Consultant”) and Global Water Resources, LLC, Global Water Management, LLC and Global Water Resources, Inc., 22601 N. 19th Ave., Suite 210, Phoenix, AZ 85027 (“Client”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 13th, 2008 • Global Water Resources, Inc.
This Agreement is entered into between Sonoran Utility Services, L.L.C. and the 387 Wastewater Improvement District in conjunction with the provisions of Resolution No. 120303-387DWID, on the 3rd day of December, 2003.
TRUST INDENTURE between THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA as Issuer and U.S. BANK NATIONAL ASSOCIATION as Trustee $36,495,000 THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA WATER AND WASTEWATER REVENUE BONDS...Trust Indenture • May 13th, 2008 • Global Water Resources, Inc. • Arizona
THIS TRUST INDENTURE dated as of December 1, 2006, is made by and between THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA (the “Issuer”), a nonprofit corporation designated a political subdivision of the State of Arizona (the “State”), pursuant to the provisions of the Constitution of the State and under Title 35, Chapter 5, Arizona Revised Statutes, as amended, and U.S. BANK NATIONAL ASSOCIATION, a national banking association duly organized and validly existing under the laws of the United States, and authorized to exercise corporate trust powers in the State of Arizona, with a corporate trust office in Phoenix, Arizona, as trustee (the “Trustee”) under the circumstances summarized in the following recitals (the capitalized terms not defined in the recitals and granting clauses being used therein as defined in Article I hereof):
FIRST AMENDMENT TO LOAN AGREEMENT THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA, as Issuer GLOBAL WATER RESOURCES, LLC as Company and amending a Loan Agreement dated as of December 1, 2006 pertaining to $54,135,000 The Industrial...Loan Agreement • May 13th, 2008 • Global Water Resources, Inc.
THIS FIRST AMENDMENT TO LOAN AGREEMENT, (the “First Amendment to Loan Agreement”) dated as of November 1, 2007, by and among THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA (the “Issuer”), a nonprofit corporation designated as a political subdivision of the State of Arizona (the “State”), GLOBAL WATER RESOURCES LLC, a Delaware limited liability company duly organized and validly existing under the laws of the State (the “Company”), and U.S. BANK NATIONAL ASSOCIATION (the “Trustee”) amends and modifies that certain Loan Agreement dated as of December 1, 2006 (the “Loan Agreement”) among the Issuer, the Company and Trustee.
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT AND ESCROW INSTRUCTIONSStock Purchase Agreement and Escrow Instructions • May 13th, 2008 • Global Water Resources, Inc.
THIS SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is entered into as of August 13, 2007, by and between Global Water, Inc., a Delaware corporation (“Acquiror”), and Michael Saunders (“Shareholder”).
PURCHASE AND SALE AGREEMENT BY AND AMONG GLOBAL WATER RESOURCES, LLC AND SONORAN UTILITY SERVICES, LLC DATED JUNE 15, 2005Purchase and Sale Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
THIS PURCHASE AND SALE AGREEMENT (“Agreement”!, dated as of June 15, 2005, by and among GLOBAL WATER RESOURCES, LLC, a Delaware limited liability company “Purchaser/GWR”), and SONORAN UTILITY SERVICES, LLC, an Arizona limited liability company “Sonoran/Seller”).
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT AND ESCROW INSTRUCTIONSStock Purchase Agreement and Escrow Instructions • May 13th, 2008 • Global Water Resources, Inc.
THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is entered into as of January 29, 2007, by and between Global Water, Inc., a Delaware corporation (“Acquiror”), and Michael Saunders (“Shareholder”).
Reinstatement and Amendment AgreementReinstatement and Amendment Agreement • May 13th, 2008 • Global Water Resources, Inc.
This Reinstatement and Amendment Agreement (this “Agreement”) is entered into as of June 23, 2006, by and among Global Water, Inc. (fka Global Water Resources, Inc.), a Delaware corporation (“GWI”), the parties identified in Exhibit A attached hereto (the “Director Shareholders”) and the parties identified in Exhibit B attached hereto (the “Additional Shareholders” and, together with the Director Shareholders, the “Shareholders”).
AGREEMENT RELATING TO ASSIGNMENT OF MANAGEMENT AGREEMENT FOR THE 387 WASTEWATER IMPROVEMENT DISTRICTSecurity Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
This Agreement is made among the 387 Wastewater Improvement District (the “387 District” or the “District”), Sonoran Utility Services, L.L.C. (“Sonoran”) and Global Water Resources, LLC (“Global”), with an Effective Date of September 1, 2005.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of March 9, 2006, is by and among GLOBAL WATER RESOURCES, INC, a Delaware corporation (“Acquiror”), the parties identified in Exhibit A attached hereto (the “Director Shareholders”) and the parties identified in Exhibit B attached hereto (the “Additional Shareholders” and, together with the Director Shareholders, the “Shareholders”).
STOCK PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS BY AND BETWEEN GLOBAL WATER, INC. and MICHAEL SAUNDERS DATED DECEMBER 30, 2006Stock Purchase Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
THIS STOCK PURCHASE AGREEMENT (“Agreement”), dated as of December 30, 2006, by and between GLOBAL WATER, INC., a Delaware corporation, or permitted assignee (“Acquiror”), and Michael Saunders, (the “Shareholder”).
LOAN AGREEMENT between THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA, as Issuer and U.S. BANK NATIONAL ASSOCIATION, as Trustee and GLOBAL WATER RESOURCES, LLC, as Borrower $36,495,000 The Industrial Development Authority of the County of...Loan Agreement • May 13th, 2008 • Global Water Resources, Inc.
THIS LOAN AGREEMENT made and entered into as of December 1, 2006, between THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA (the “Issuer”), a nonprofit corporation designated a political subdivision of the State incorporated, pursuant to the provisions of the Constitution of the State and under Title 35, Chapter 5, Arizona Revised Statutes, as amended, U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Trustee”), and GLOBAL WATER RESOURCES, LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware and qualified to transact business in the State (the “Company”), under the following circumstances summarized in the following recitals (the capitalized terms not defined in the recitals being used therein as defined in Article I hereof):
LEASE GUARANTYLease Guaranty • May 13th, 2008 • Global Water Resources, Inc.
WHEREAS, E&V Investments, LLC, hereinafter “Landlord”, and Global Water Management, LLC, hereinafter “Tenant”, are about to execute a document entitled “Lease” dated November 15, 2005 concerning the premises commonly known as Suite #201 of Ancona Office Centre located at 21410 N. 19th Avenue in Phoenix, Arizona wherein Landlord will lease the premises to Tenant and
EMPLOYMENT AGREEMENTEmployment Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
THIS AGREEMENT is made as of the day of September, 2003 by and among Global Water Resources LLC, a limited liability company formed and capitalized under the laws of the State of Delaware (the “Employer”), and Trevor Hill, a resident of the State of Arizona (the “Executive”).
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
SALE AND PURCHASE AND PARTIAL FUNDING AGREEMENTSale and Purchase and Partial Funding Agreement • May 13th, 2008 • Global Water Resources, Inc. • Arizona
THIS SALE AND PURCHASE AND PARTIAL FUNDING AGREEMENT (the “Agreement”) is made this 30th day of December, 2006, by and between CHI CONSTRUCTION COMPANY, an Arizona corporation (“CHI”), and GLOBAL WATER, INC., a Delaware corporation (“Global Inc.”). In this Agreement, CHI and Global Inc. are sometimes referred to individually as a “Party” and collectively as the “Parties.”
