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我很高興代表美國水務服務公司確認您將擔任執行副總裁和首席財務官的新職位，向總裁約翰·格里菲斯彙報，在我們新澤西州卡姆登總部辦公室。您的新職位生效日期是2024年8月1日。我們相信您會發現新職位不僅在個人層面上具有獎賞性，而且您可以爲公司做出重要貢獻。在此聘書中描述的薪酬須經執行發展與薪酬委員會（ED&CC）批准，且在ED&CC批准該薪酬、董事會獨立成員在ED&CC推薦後批准此聘書之後方可生效。

安全、信任、團隊合作、高績效和環保母基領導力定義了我們的文化——一個每位員工都感受到價值併發揮潛能的文化。創造一個包容差異、讓每個人都感到參與和被接納的環境會讓我們更安全、更強大、更成功。我們相信我們的成功建立在員工對我們業務的重大利益。作爲團隊的一部分，您將負責幫助打造一個更優秀的公司——這樣做，您將因自己的貢獻而獲得回報。以下是我們爲您提供的東西：

好處：您當前的福利將保持不變，並繼續生效，包括您的休假累積。您的職位變動不是符合IRS規定的有資格生活事件，不允許您更改美國水務公司的福利選項，但這是您生活中值得注意的事件。請抓住這個機會，檢查一下您的健康和福利福利以及401(k)選舉，看看這次變化如何影響您的保障（例如，公司支付的人壽保險金額，HSA選舉，401(k)薪酬選舉，受益人指定等）。

I除了您目前持有的好處外，美國水務認爲您的健康對於您的家人、我們的客戶、股東以及您領導的員工來說至關重要。爲了幫助您最好地照顧您的健康，我們還爲我們的重要領導者提供由公司贊助的執行健康計劃。該計劃專注於您的身體健康和長期健康，包括全面的風險因素分析、高級診斷篩查、廣泛的實驗室測試以及持續的輔導和支持。全年還提供額外服務，包括自願的初級保健服務。

本保密政策與協議（「保密協議」）規定了您對下文所述的與公司的機密和專有信息以及貿易祕密相關條款的理解和同意。您承認並同意，簽署本保密協議是爲了足夠的對價，包括您被美國水務公司或其子公司（統稱「公司」）僱傭或繼續僱傭；公司向您提供某些下文描述的機密和專有信息以及貿易祕密的訪問權限；以及公司願意爲您提供有價值的機會、對價和/或利益。您進一步承認，本保密協議是作爲現有美國水務公司處理敏感信息、網絡和信息安全的政策之外的補充。

保護機密業務信息和商業祕密對於公司的利益和成功至關重要。在公司的受僱過程中，員工可能會創建、發現或接收專有和/或機密信息，包括但不限於：關於市場、關鍵人員、運營方法、專有知識產權、實物資產、未來發展計劃、正在進行的項目、買盤信息、手冊、書籍、培訓材料、表格和流程、政策、客戶或潛在客戶清單、客戶相關數據、營銷計劃和戰略、財務信息、技術信息、技術過程和方法、算法、與上述任何文件相關的文件，以及其他書面和口頭材料（無論是電子文件還是實體複本），這些材料與公司的業務相關（統稱「機密信息」）。機密信息包括所有形式和類型的財務、商業、科學、技術、經濟或工程信息，包括圖案、計劃、彙編、程序設備、公式、設計、原型、方法、技巧、過程、程序、或代碼，無論是有形還是無形的，並無論如何存儲、編制或以實體、電子、圖形、照片或書面的方式備忘，只要（A）公司已採取合理措施保持此類信息的機密性；以及（B）信息因不被通常人所知曉或無法通過適當手段輕鬆獲知而直接或潛在地獲得獨立經濟價值，可避免或遏制他人從披露或使用信息中獲取經濟價值。機密信息也可能屬於聯邦證券法和公司政策所定義的「具有重大、未公開信息」的範疇，這兩者均禁止內幕交易。機密信息可能包含在公司文件、計算機程序、數據庫、投資者文件、交易策略和分析模型中。機密信息與用於或擬用於跨州或外國商業的產品或服務相關。

機密信息必須作為機密加以保護，不可在任何時候直接或間接地複製、披露或使用，除非為了公司的利益（在法律允許的範圍內），並且直到該知識或信息無通過員工的不正當行為使之成為公共領域為止。員工不可直接或間接向任何人（不包括公司、其任何聯屬公司、或什麼被這些實體僱用或指定且有需要知道的人）洩露或揭露、發表或利用任何機密信息，除非經公司明確書面同意；但是，無論如何，在員工參與、合作、或作證於任何行動、調查，或程序中，或向任何政府機構、立法機構，或任何自律組織（統稱「監管機關」）提供資訊時，均不應受任何阻止或限制。員工可參與與監管機關的這些活動，而無需通知或取得公司的事先授權。

本文件中沒有意圖干涉或阻止員工如實向任何與法律違法行為相關的政府機關誠信披露。只要披露符合以下條件，員工便不會因披露否則受保護的商業秘密或機密資訊而在聯邦或州的商業秘密法律下承擔刑事或民事責任：（i）機密向聯邦、州或地方政府官員直接或間接披露，或向律師，並僅用於報告或調查懷疑的法律違法行為；或（ii）提交在訴訟或其他程序中的投訴或其他文件，只要此類提交是密封進行。公司不會因任何員工根據法律披露而採取任何報復行動。如果員工披露信息並對公司提起訴訟，指控公司對員工報復因其披露，員工可以向其律師披露相關的商業秘密或機密信息，並僅在法院訴訟中使用商業秘密或機密信息，條件是：（i）員工確保包含商業秘密的任何法庭文件都

Following the cessation of employment, employees shall deliver to the Company all documents or other materials in their possession, including all copies thereof, which contain or are derived from Confidential Information, and they shall not misappropriate, utilize, disclose or infringe upon the Confidential Information of the Company or any of its affiliates (including the recreation or reconstruction of Confidential Information from memory). At the Company’s request, employees must delete or destroy any and all files and/or backup files on any personal computer, telephone or storage device used for Company purposes, and, at the Company’s request, deliver and/or provide access to the Company to any such devices, cloud systems, disk, thumb and/or flash drives for the Company’s review and permit the Company to delete all Confidential or other Company proprietary material contained on such devices. Employees shall not analyze, reverse engineer, or otherwise seek to determine the composition or structure of any sample or device provided by the Company or the method by which such sample or device was created, except as specifically authorized by the Company in writing. All samples and devices, whether in whole or in pieces, shall be returned to the Company at its request.

A breach of this Agreement would cause irreparable harm and significant injury to the Company, the quantification of which is difficult to ascertain. Because such harm and injury could not be compensable by damages alone, the employee agrees that the Company shall have the right to enforce this Agreement by injunction (without the necessity of a bond or other security and without proving actual damages), specific performance, or other equitable relief without prejudice to any other rights and remedies available to the Company in the event of a breach of this Agreement. The employee acknowledges that: (i) an immediate and irreparable injury would occur without a seizure order; (ii) seizure of the Confidential Information would not interrupt the legitimate business operations of the employee; and (iii) an injunction would not prevent the employee from entering into an employment relationship. You further agree that the Company shall be entitled to its reasonable fees and costs if a court of competent jurisdiction issues a preliminary or permanent injunction against you or a court of competent jurisdiction finds that you breached the terms of the Agreement.

The Defend Trade Secrets Act of 2016 (“DTSA”) governs the trade secret aspects of this Agreement. Otherwise, the validity, interpretation, and enforceability of this Agreement shall be governed by the laws of the State of New Jersey and the United States of America without regard to the conflict of laws principles thereof. Employees with questions regarding this Confidentiality Agreement or the Company’s Confidentiality Policy including questions regarding whether any particular information constitutes “Confidential Information,” the public disclosure of which is prohibited hereunder, should contact their supervisor or the Chief Compliance Officer. Employees who improperly use or disclose trade secrets or Confidential Information may be subject to disciplinary action, up to and including termination of employment, as well as legal action, even if the employee does not actually benefit from the disclosed information.

You acknowledge that you (a) have carefully read and considered the provisions of this Confidentiality Agreement and the Company’s Confidentiality Policy (b) have had a reasonable opportunity to consult with an independent legal counsel of your choosing, and (c) accept this Confidentiality Agreement on the terms set forth herein, intending to be legally bound. You understand that it is your responsibility to read and comply with its contents and any revisions made to it.

This Agreement sets forth the agreements between you and AWIP Holdings LLC (“AWIP”) concerning any inventions you may make or works you may create in connection with your employment by American Water Works Company, Inc. or one of its affiliates or subsidiaries (collectively, the “Company”) and your treatment of the Company’s confidential and proprietary information. You acknowledge and agree that you are signing this Agreement for good and adequate consideration including (a) your employment by or continuing employment by the Company; (b) the access that the Company is providing you to certain confidential and proprietary information and trade secrets described below; and (c) the Company’s willingness to provide you with valuable opportunities, consideration and/or benefits.

1.0 INVENTIONS. As used in this Agreement, the term “Inventions” means any and all inventions, ideas, and discoveries, including improvements, original works of authorship, designs, formulas, processes, methods, algorithms, computer programs or portions thereof, databases, trade secrets and proprietary information, documentation, and materials made, created, conceived or reduced to practice by you, whether alone or jointly with others.

(i) Prior Inventions. In the space provided below, or on a separate sheet attached to this Agreement, you may list all Inventions (a) that you made prior to your employment by the Company; (b) that you claim belong to you, or that you claim an ownership interest in, or that you claim any other legal right or title in; and (c) in which you wish to retain any claimed ownership or other legal rights (“Prior Inventions”). If you do list such Prior Inventions, you hereby grant to AWIP a royalty-free, irrevocable, perpetual, worldwide license to any Prior Invention that is now or hereafter infringed by a Company product, process, or method of doing business (hereinafter “AWIP Product”) if: (i) you were involved in the development or implementation of that portion of the AWIP Product which infringes your Prior Invention, or (ii) you acquiesced or permitted other Company employees to utilize your Prior Invention in the course of their development or implementation of the AWIP Product, or (iii) upon first learning of the Company’s use of your Prior Invention you do not immediately notify in writing the Company’s Legal Department of the Company’s infringing use of your Prior Invention and the need for a license thereto. If you do not list a Prior Invention, you acknowledge and agree that no such Prior Inventions exist and, to the extent such Prior Inventions do exist, you waive any and all rights or claims of ownership to such Prior Inventions. You understand that your listing of any Prior Invention(s) here does not constitute an acknowledgment by the Company of the existence or extent of such Prior Invention, nor of your ownership of such Prior Inventions. Please do not use this space to disclose an on-going business or project, or a product that you are developing and/or distributing.

(ii) Future Employee inventions. The Company acknowledges and agrees, in accordance with applicable state law, that any Inventions (a) that you develop entirely on your own time; and (b) that you develop without using the Company’s equipment, supplies, facilities, or trade secret information; and (c) that do not result from any work performed by you for the Company; and (d) that do not relate, at the time of conception or reduction to practice, to the Company’s business or products, or to the Company’s actual or demonstrably anticipated research or development, will be owned entirely by you, even if developed by you during the time period in which you are employed by the Company.

(i) Assignment of Inventions to AWIP. You agree that all Inventions that (a) are developed using the equipment, supplies, facilities, or Proprietary Information of the Company; or (b) result from or are suggested by work performed by you for the Company; or (c) are conceived or reduced to practice during your employment by the Company and relate to the business and products, or to the actual or demonstrably anticipated research or development of the Company (“AWIP Inventions”), are the sole and exclusive property of AWIP, and you hereby assign all your right, title and interest in such AWIP Inventions to AWIP. You agree to perform any and all acts requested by AWIP, if any, to perfect this assignment.

(iii) Assignment of Moral Rights to AWIP. In addition, to the extent permitted by law, you hereby transfer and assign any “moral” rights that you may have in any AWIP Invention(s) under any copyright or other law, whether U.S. or foreign. “Moral” rights are defined as (1) the right of attribution (give credit to the author); and (2) the right of integrity in the AWIP Invention (not do something with an AWIP Invention, such as change or add to it, that would have a negative impact on the author’s reputation). You agree to waive and never to assert any such “moral” rights in AWIP Inventions during or after the cessation of your employment with by the Company. You agree that AWIP, its subsidiaries, and its licensees are not required to designate you as the author of any AWIP Inventions when distributed. You also agree that the Company retains sole discretion with regard to how and for what purposes, if any, such AWIP Invention(s) are used.

You acknowledge that all original works of authorship that are made by you (solely or jointly with others) within the scope of your employment by the Company, and that are protectable by copyright, are works made for hire, as that term is defined in the United States Copyright Act (17 U.S.C. § 101). To the extent any works created by you within the scope of your employment cannot be characterized as a work made for hire, you hereby grant, assign and transfer to AWIP all right, title and interest, including all intellectual property in and to works.

You agree (at AWIP’s expense) to assist AWIP in every proper way to obtain and to help AWIP enforce patents, copyrights, and other legal protections for AWIP Inventions in any and all countries. You agree to promptly execute any documents that American Water may reasonably request, or perform such legal acts that may be required, for use in obtaining or enforcing such patents, copyrights, and other legal protections.

2.0 CONFIDENTIAL AND PROPRIETARY INFORMATION. You understand that your employment by the Company creates a relationship of confidence and trust with respect to any information of a confidential, proprietary, and secret nature that may be disclosed to you or otherwise learned by you in the course of your employment at the Company, including but not limited to any confidential information of third parties disclosed to the Company. Such confidential, proprietary, and secret information includes, but is not limited to, information and material relating to past, present, or future Inventions, marketing plans, manufacturing and product plans, technical specifications, hardware designs and prototypes, business strategies, financial information, forecasts, personnel information, processes, methods, algorithms, and customer lists, and is referred to collectively in this Agreement as “Proprietary Information.”

a. Confidentiality of Proprietary Information. You acknowledge and agree that your employment by the Company requires you to keep all Proprietary Information in confidence and trust for the tenure of your employment and thereafter, and that you will not use or disclose Proprietary Information without the written consent of the Company, except as necessary to perform your duties as an employee of the Company. Upon the cessation of your employment with the Company, you will promptly deliver to the Company all documents, electronically-stored information, materials and property of any kind pertaining to your work at the Company, and you agree that you will not take with you any documents, electronically-stored information, materials or copies thereof, or maintain access to such documents, information or materials, through online digital storage services, whether on paper, electronic media or storage devices, magnetic or optical media, or any other medium, containing any Proprietary Information.

a. Information of Others. You agree that during your employment by the Company and thereafter, you will not improperly use or disclose to the Company any confidential, or proprietary, or secret information of your former employer(s) or any other person(s). You further agree that you have not, and during your employment with the Company will not, bring any confidential, proprietary or secret information of your former employer(s) or any other person(s) onto the Company’s property or place any such information on any of the Company’s computer systems or servers.

a. No Conflicting Outside Interests. You agree that during your employment by the Company you will not plan or engage in any other employment, occupations, consulting or other business activities or commitments competitive with or directly related to the Company’s business or products, or to its actual or demonstrably anticipated research or development, nor will you engage in any other activities that conflict with your employment obligations to the Company. Activities and commitments as used herein do not include passive investments in stocks or other financial instruments.

If you are in a supervisory position, except for employees in a supervisory position in California, Illinois, and Oklahoma, during the period of your employment and for a period of one (1) year following the cessation of your employment, you will not, directly or indirectly, solicit, encourage, recruit, or take any action intended to induce Company employees or contractors to terminate their relationship with the Company.

6.0 NO IMPLIED EMPLOYMENT RIGHTS. You understand and agree that no term or provision of this Agreement confers upon you any rights to continued employment by the Company and that no term or provision of this Agreement obligates the Company to employ you for any specific period of time or interferes with or restricts your right or the Company’s right to terminate your employment at any time for any reason and with or without notice, or the Company’s right to terminate your employment for just cause in accordance with the applicable collective bargaining agreement if you are a union employee.

7.0 EQUITABLE RELIEF. A breach of the provisions of sections 1, 2 or 4 of this Agreement would cause irreparable harm and significant injury to the Company, the quantification of which is difficult to ascertain. Because such harm and injury could not be compensable by damages alone, you agree that the Company will have the right to enforce sections 1, 2 or 4 of this Agreement by injunction (without the necessity of a bond or other security and without proving actual damages), specific performance or other equitable relief in addition to any other rights and remedies available to the Company in the event of a breach of this Agreement. You further agree that the Company shall be entitled to its reasonable fees and costs if a court of competent jurisdiction issues a

b. Governing Law. This Agreement shall be governed by the laws of the state of New Jersey, without regard to its conflicts of law principles. Any arbitration or judicial action between the parties relating to this Agreement will take place in Camden County, New Jersey, and you and the Company each consent to the personal jurisdiction of and venue in the state and federal courts within Camden County, New Jersey.

c. Successors and Assigns. This Agreement will be binding upon your heirs, executors, administrators and other legal representatives, and will be for the benefit of the Company, its successors and assigns. You specifically acknowledge and agree that the Company may assign its rights and obligations hereunder to any successor entity to the Company by operation of law or otherwise.

d. Entire Agreement. This Agreement, along with Company’s CONFIDENTIALITY POLICY AND AGREEMENT of which you are also required to acknowledge receipt and understanding, sets forth the entire agreement between you and the Company relating to the subject matter of this Agreement. No modification to or amendment of this Agreement, nor any waiver of any rights under this Agreement, will be effective unless in writing signed by both you and a Company officer. Any subsequent changes in your duties, salary or compensation will not affect the validity or scope of this Agreement.