EX-10.26



 EXHIBIT 10.26 
  





 
 JOSE MARIA TORRES SUAU 

IBERDROLA S.A. 
 Madrid,
March 23, 2012 
 Dear Jose María: 
 As a result
of your assignment in Portland (Maine) (United States) as Vice President - Finance and Control of IBERDROLA USA, you are hereby notified of your terms of employment for the duration of the assignment: 

 

	 	1.	The purpose of this international assignment is to perform the duties defined for the position of Vice President - Finance and Control of IBERDROLA USA in charges of the Control, Financial, Risk and Unregulated Business
Areas. 

 The estimated duration of this international assignment will be 3 years, whereupon target compliance will be assessed
and the effective date of your return will be decided by agreement between the parties. Your personal circumstances and preferences regarding geographic location will be taken into account for your reassignment within the Iberdrola Group, and you
will be guaranteed a position within the same category that you presently hold according to the professional classification system in effect in Spain. 
  

	 	2.	The expected start date of the international assignment is April 12, 2012. 

  

	 	3.	Your labor relationship with IBERDROLA, S.A. will remain in effect for the duration of the international assignment. 

  

	 	4.	The terms of your compensation during the international assignment will be as follows: 

  

	 	•	 	Annual gross fixed salary: the current annual gross fixed salary, to which annual increases will be applied according to the rules in effect in the country of origin; 


 

	 	•	 	Annual variable compensation: will be administered in accordance with the applicable rules in the country of origin regarding assessment by the responsible supervisor of annual targets and performance.










 



 
  


	 	•	 	Benefits: The Benefit Plans of the country of origin will remain in effect provided that they are appropriate to your new situation. 


 

	 	5.	You will have the same number of vacation days as the personnel at the place of destination. If this number is less than that of the country of origin, you will have additional vacation days if approved by the
responsible supervisor. In addition, the work calendar of the country of destination must be followed. 

  

	 	6.	The company will subsidize the following additional items deriving from international assignment, which will no longer be received once the assignment has been completed: 


 

	 	•	 	Cost-of-living Adjustment - Goods and Services: 10,196 dollars annually (net).1 


 

	 	•	 	Relocation Bonus: 18,379 euros annually (net).2 

  

	 	•	 	Individual Supplement at Destination: 4,000.00 euros annually (gross). 

  

	 	•	 	Housing: The Company will bear the costs of rental housing up to a maximum of 3,900 dollars monthly (net). 


In addition, you will be provided a local contact to help you find the most appropriate housing. 

 

	 	7.	You and the members of your household who have been relocated will be entitled to one annual vacation trip in business class to travel between the country of origin and the country of destination. 


 

	 	8.	In emergency situations, the company will assume the travel expenses for a round-trip plane ticket for you and the members of your relocated household. 


 

	 	9.	You and the members of your relocated household will enjoy private health coverage in the country of destination. 

  

	 	10.	Your contributions to Social Security will continue in the country of origin. 

  

	 	11.	If the Spanish government demands any type of personal or professional documentation that must be obtained at the destination in order to award any type of Social Security benefit or to determine your tax residence
(requirement to obtain a certificate of tax residence) or for any other reason, the employee agrees to take the measures required to obtain such documentation. 

  

 

	1 	This amount is net of tax withholding and advance payments resulting from employment income, regardless of the personal tax obligations that might apply. 


	2 	Id. 









 



 
  


	 	12.	At the end of the period of assignment, all subsidies arising from the international relocation will cease, unless the parties agree upon your extension and continued presence in the country of destination.


  

	 	13.	The Company reserves the right to reassign the employee prior to the completion of the term established for the international assignment. Reassignment will take place by means of a letter to that effect providing notice
of the basic terms thereof. 

 The terms set forth in this document are supplemented by those set forth in the GLOCAL International Mobility
Plan. 
  

	
	Sincerely
	
	/s/ Ramon Castresana Sanchez
	
	Ramon Castresana Sanchez
	Director of Human Resources

 Received and accepted 

/s/ Jose María Torres Suau 

Jose María Torres Suau 








 



 
  


							
	TORRES SUAU, JOSE MARIA	  	
			
	A.	  	International assignment details	  	
				
		  		  	Start Date:	  	April 12, 2012
				
		  		  	Relocated Family Unit:	  	1+2
				
		  		  	Place of Assignment:	  	Portland, Maine (USA)
				
		  		  	Duties:	  	VP Finance and Control
			
	B.	  	Proposed Terms (note 1)	  	
				
	B1.	  		  	                Terms of compensation at origin:	  	
				
		  		  	                Annual gross fixed salary	  	
				
		  		  	                2011 annual gross fixed salary	  	                109,725.00 euros per annum (gross)
				
		  		  	                Variable compensation	  	                based on current company system
				
	B2.	  		  	                Terms resulting from international assignment:	  	
		  		  	                Cost-of-living Adjustment – Goods and Services	  	
		  		  	                                    
        Application of Urban USA (USA) September 2011 table
		  		  	                                      
      Guaranteed annual net amount (USD)	  	                                     
       10,196
				
		  		  	                Relocation bonus	  	
		  		  	                                      
      25% of annual net fixed compensation	  	
		  		  	                                      
      Guaranteed annual net amount (EUR)	  	                                     
       18,379
				
		  		  	                Individual Supplement at Destination (note 2)	  	
		  		  	                                      
      Guaranteed annual gross amount (EUR)	  	                                     
         4,000
				
		  		  	                Benefits	  	
		  		  	                Housing	  	                        3900 dollars (net) monthly
		  		  	                Moving	  	                            76 m3
		  		  	                Vehicle	  	
		  		  	                Elementary-High School / Nursery-Kindergarten	  	
		  		  	                Health Insurance	  	
		  		  	                Life and Accident Insurance	  	
		  		  	                Travel for relocation	  	
		  		  	                Annual Vacation Trip
                                        1 per
year
		  		  	                Tax Advice and Tax Equalization	  	
		  		  	                Immigration Advice	  	

 Note 1: the terms indicated in this document are supplemented by the provisions of the Glocal International Mobility Plan 

Note 2: Supplement effective upon commencement of the relocation, ending upon the completion of the assignment. 

 

									
		 	Madrid, March 23, 2012	 		 	
		 		 		 	Accepted
				
		 	/s/ Ramón Casatresana Sanchez	 		 	/s/ José María Torres Suau
				
		 	Ramón Casatresana Sanchez	 		 	
				
		 	HR Director – Iberdrola Group	 		 	José María Torres Suau









 



 
  

 Jose Maria TORRES SUAU 

Corporation and Latin America 

Madrid, August 4, 2014 
 Dear Jose Maria:

 Pursuant to the International Mobility Plan of the Iberdrola Group (GLOCAL), set forth below are the new terms arising from your international
assignment, which will be in effect throughout fiscal year 2014 (see Annex): 
  

							
	•	  	Goods and Services:	  	10,827 U.S. Dollars per annum (net)	  	
		  	Effective Date:	  	July 1, 2014	  	
				
	•	  	Relocation bonus:	  	19,010 Euros per annum (net)	  	
		  	Effective Date:	  	January 1, 2014	  	

 The terms set forth in this document are supplemented by the provisions of the GLOCAL International Mobility Plan of the
Iberdrola Group. 
 To confirm receipt and acceptance by you, please return a signed and dated scanned copy of this notice and the annex hereto to the U.S.
International Mobility Department (Carolyn Lewis: CDLewis@nyseg.com). 
  

					
	Sincerely	 		 	
			
	/s/ Noemí Sainz Hernández	 		 	/s/ Jose Maria Torres Suau
			
	Noemí Sainz Hernández	 		 	Received and accepted
	Head of International Mobility – Iberdrola Group	 		 	Jose Maria Torres Suau









 



 
  

 TORRES SUAU, JOSE MARIA 

 

					
	A.	 	International assignment details
			
		 	Start date:	  	2012
			
		 	Relocated family unit:	  	1+2
			
		 	Place of assignment:	  	Portland (ME) - USA
			
	B.	 	2014 update of current terms	  	
		
	B1.	 	 Terms of compensation at origin:

			
		 	 Annual gross fixed salary
	  	
			
		 	 2014 annual gross fixed salary
	  	 120,697.50 euros per annum (gross)

			
		 	 Variable compensation
	  	 based on current company system

		
	B2.	 	 Terms resulting from international assignment:

			
		 	 Goods and Services (effective date July 1, 2014)
	  	
			
		 	 Application of Urban United States (USA) June 2014 table
	  	
			
		 	 Guaranteed annual net amount (US dollars)
	  	 10,827

			
		 	 Relocation bonus (effective date January 1, 2014)
	  	
			
		 	 25% of annual net fixed compensation
	  	
			
		 	 Guaranteed annual net amount (Euros)
	  	 19,010

			
		 	 Benefits
	  	
			
		 	 Those set forth in your international assignment letter.
	  	
		
	Madrid, August 4, 2014	  	
		
	/s/ Normí Sainz Hernández	  	 Accepted
  

/s/ Jose Maria Torres Suau

		
	Normí Sainz Hernández	  	
		
	International Mobility Director	  	 Jose Maria Torres Suau

		
	Iberdrola Group