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Guarantor agrees to cause all persons occupying or present on any of its properties to comply in all
material respects with all Laws relating to such properties.

(C) Insurance. Maintain insurance with insurance companies or associations
acceptable to CoBank in such amounts and covering such risks as are usually carried by companies
engaged in the same or similar business and similarly situated.

(D} Property Maintenance. Maintain all of its property that is necessary to or
uscfut in the proper conduct of its business in good working condition, ordinary wear and tear cxcepted

(E) Books and Records. Keep adequate records and books of account in which
complete eniries will be made in accordance with GAAP consistently applied.

(F) Inspection. Permit CoBank or ils agents, upon reasonable notice and during
normal! business hours or at such other times as the parties may agree, to examine its properties, books,
and records, and to discuss its affairs, finances, and accounts, with its respective officers, directors,
employees, and independent certified public accountants

(G) Reports and Notices. Furnish to CoBank:

(1) Annual Financial Statements. As soon as available, but in no event
more than 120 days after the end of each fiscal year of the Guarantor occurring during the term hereof, a
copy of:

(a) a consolidated balance sheet of the Company and_ its
Subsidiaries as at the end of such year, and

ib} consolidated statements of income, changes in shareholders’
equity, and cash flaws of the Guarantor and its Subsidiaries, for such year,

setting forth, in each case, in comparative form, the figures for the previous fiscal year, all in reasonable
detail, prepared in accordance with GAAP, and accompanied by an unqualified opinion thereon of
independent certified public accountants of recognized nationa! standing, which opinion shall state that
such financial statements present fairly, in all material respects, the financial position of the companies
being reported upon and their results of operations and cash flows and have been prepared in conformity
with GAAP, and that the examination of such accountants in connection with such financial statements
has been made in accordance with generally accepted auditing standards, and that such audit provides a
reasonable basis for such opinion in the circumstances, provided that the delivery within the time period
specified above of the Company’s Annual Report on Form [0-K for such fiscal year (together with the
Company's annual report to shareholders, if any, prepared pursuant to Rule |4a-3 under the Exchange
Act) prepared in accordance with the requirements therefor and filed with the Securities and Exchange
Commission, together with the accountant’s certificate described above, shall be deemed to satisfy the

requirements of this Subsection;

(2) Quarterly Statements. As soon as available, but in no event more than
60 days after the end of each fiscal quarter of the Guarantor (other than the fast quarterly fiscal period of
each such fiscal year), a copy of the Company's Quarterly Report on Form 10-Q prepared in compliance
with the requirements therefor and filed with the Securities and Exchange Commission;

(3) Notice of Default, Promptly after becoming aware thereof, notice of the
breach of any covenant contained in this Guaranty or any instrument or document executed in connection
herewith.

(4) Notice of Non-Environmental Litigation. Promptly after the
commencement thereof, notice of the commencement of all actions, suits, or proceedings before any
court, arbitrator, or governmental department, commission, board, bureau, agency, or instrumentality
affecting the Guarantor which, if determined adversely to the Guarantor, could have a material adverse
effect on the financial condition, properties, profits, or operations of the Guarantor.

(5) Notice of Environmental Litigation, Ete. Promptly after receipt
thereof, notice of the receipt of all pleadings, orders, complaints, indictments, or any other
communication alleging a condition that may require the Guarantor to undertake or to contribute to a
cleanup or other response under environmental Laws, or which seek penalties, damages, injunctive relief,
or criminal sanctions related to alleged violations of such Laws, or which claim personal injury or
property damage to any person as a result of environmental factors or conditions.

(6) Other Information. Such other information regarding the condition or
operations, financial or otherwise, of the Guarantor as CoBank may from time to time reasonably request,
including but not limited to copies of all pleadings, notices, and communications referred to in
Subsections 7(G)(iv) and (v) above.

(H) Condemnation. (|) Notify CoBank promptly after the litigation (or any portion
thereof) referenced in the Application has been resolved or settled (including, without limitation, by
entering into any agreement to seli assets or stock in lieu thereof); and (2) until CoBank notifies the
Guarantor that it does not consider the outcome (or any portion of the outcome) thereof to give rise to an
Event of Default under Section 8.13 of the MLA, it will retain from the proceeds thereof an amount in
cash suffictent to pay all Guaranteed Obligations in full, plus, in the event any unused commitments are
available to the Company, the amount thereof.

SECTION 8. Negative Covenants. Unless otherwise agreed to in writing by CoBank, while this
Guaranty is in effect, whether or not any Guaranteed Obligations are outstanding, the Guarantor will not
and will not permit its subsidiaries to:

(A) Mergers, Acquisitions, Etc. Merge or consolidate with any other entity or
permit any subsidiary to merge or consolidate with any other entity, unless the Guarantor or such
subsidiary is the surviving entity, or acquire all or a material part of the assets of any person or entity, or
form or create any new subsidiary or affiliate, or commence operations under any other name,
organization, or entity, including any joint venture.

({B) Transfer of Assets. Sell, transfer, lease, or otherwise dispose of any of ils
assets, except in the ordinary course of business.

(C) Change in Business. Engage in any business activities or operations
substantially different from or unrelated to the Guarantor's present business activities or operations.

SECTION 9. Expenses. [n the event CoBank employs counsel to protect or enforce its rights
hereunder against the Guarantor, all reasonable attorneys’ fees arising from such services and all expenses,
costs, and charges in any way or respect arising in connection therewith or relating thereto shall be paid by

such Guarantor.

SECTION 10. Notices. All notices provided for herein shall be in writing (including facsimile)
and shall be mailed or delivered to the fotlowing addresses or facsimile numbers or to such other address
or facsimile number as cither party may specify by notice to the other:

If to CoBank, as Follows: Ifto the Guarantor, as follows:
CoBank, ACB Pennichuck Corporation

5500 South Quebec Street 25 Manchester Street

Greenwood Village, Colorado 80111 Merrimack, New tlampshire 03054
Facsimile: (303) 740-4002 Facsimile: (603) 913-2305
Attention: Energy & Water Group Attention: President

SECTION 11, Amendments, Etc. THIS WRITING IS INTENDED BY THE PARTIES AS A
FINAL EXPRESSION OF THEIR AGREEMENT AND IS ALSO INTENDED AS A COMPLETE AND
EXCLUSIVE STATEMENT OF THE TERMS OF THAT AGREEMENT. NO AMENDMENT OR
WAIVER OF ANY PROVISION OF THIS GUARANTY NOR CONSENT TO ANY DEPARTURE BY
THE GUARANTOR HEREFROM SHALL BE EFFECTIVE UNLESS THE SAME SHALL BE IN
WRITING AND SIGNED BY COBANK, AND THEN SUCH WAIVER OR CONSENT SHALL BE
EFFECTIVE ONLY IN THE SPECIFIC INSTANCE AND FOR THE SPECIFIC PURPOSE FOR WHICH

GIVEN.

SECTION 12. No Waiver; Remedies. No failure on the part of CoBank to exercise, and no
delay in exercising, any right hereunder shall operate as waiver thereof, nor shall any single or partial
exercise of any right hercunder prectude any other or further exercise thereof or the exercise of any other

right.

SECTION 13. Applicable Law, Jurisdiction. Except to the extent governed by applicable
federal law, the laws of the State of Colorado, without reference to choice of law doctrine, shall govern
this Guaranty, all disputes and matters between the parties to this Guaranty, and the rights obligations of
the parties to this Guaranty. The partics agree to submit to the non-exclusive jurisdiction of any federal or
state court sitting in Colorado for any action or proceeding arising out of or relating to this Guaranty. The
Company hereby waives any objection that it may have to any such action or proceeding on the basis of
forum non-conveniens,

SECTION 14. Patriot Act Notice. CoBank hereby notifies the Guarantor that pursuant to the
requirements of the USA Patriot Act, Title III of Pub. L. 107-56 (signed into law October 26, 2001) (the
“Patriot Act”), it and its affiliates are required to obtain, verify and record information that identifies the
Guarantor, which information includes the name, address, tax identification number and other
information regarding the Guarantor that will allow CoBank to identify the Guarantor in accordance with
the Patriot Act. This notice is given in accordance with the requirements of the Patriot Act and is

effective for CoBank and its affiliates.

SECTION 15. Successors and Assigns. This Guaranty shall be binding upon and inure to the
benefit of the Guarantor and CoBank and their respective successors and assigns, except that the
Company may not assign or transfer ils rights or obligations under this Guaranty without the prior written
consent of CoBank. CoBank may sell or assign its rights and obligations hereunder and under the other
Luan Documents or may sell participations in its rights and obligations hereunder

SECTION 16. Notice of Acceptance. The Guarantor hereby waives notice of acceptance hereof,

IN WITNESS WHEREOF, the Guarantor has caused this Guaranty to be executed as of the date
shown above by its duly authorized officers.

PENNICHUCK OK.

Title:

O-21-072

ORDINANCE

AUTHORIZING FREE HOLIDAY PARKING AT METERS IN ZONE III WHICH
INCLUDES THE ELM STREET AND HIGH STREET PARKING GARAGES FROM
DECEMBER 6, 2021 THROUGH JANUARY 1, 2022

CITY OF NASHUA

In the Year Two Thousand and Twenty-One

The City of Nashua ordains that Part I] “General Legislation”, Chapter 320 “Vehicles
and Traffic”, Article XI “Parking Meters”, Section 320-47 “Parking meter and reserved space
fees; permits; meter bags”, subsection A of the Nashua Revised Ordinances, as amended, be
hereby further amended by deleting the struck-through language and adding the new underlined
language as follows:

Ҥ 320-47. Parking meter and reserved space fees; permits; meter bags.

A. The parking fee for all ...

(1)...
(2)...
(3) ...

(a) The parking fees in Subsection A(3) above, which includes the
metered spaces in the Elm Street and High Street parking garages,

shall not be enforced from Deeember7, 2020 threughtanuary,
292+ December 6, 2021 through January I, 2022.”

All ordinances or parts of ordinances inconsistent herewith are hereby repealed.

This ordinance shall become effective upon final passage.

LEGISLATIVE YEAR 2021
ORDINANCE: O-21-072
PURPOSE: Authorizing free holiday parking at meters in Zone III which

includes the Elm Street and High Street parking garages from
December 6, 2021 through January 1, 2022

ENDORSERS: Mayor Jim Donchess

COMMITTEE Committee on Infrastructure

ASSIGNMENT:

FISCAL NOTE: Estimated $4,600 or less in lost meter revenue
ANALYSIS

This legislation authorizes free holiday parking at metered parking spaces in Zone III from
December 6, 2021 through January 1, 2022, similar to the past several years. Monthly passes are
not affected. Time limits as well as other parking violations will continue to be enforced during
the free holiday period.

Approved as to form: Office of Corporation Counsel

By: Vp Coher
Date: 2d Octvracr. oF

SPECIAL BOARD OF ALDERMEN
OCTOBER 25, 2021

7:00 PM Aldermanic Chamber and via Zoom

To Join Zoom meeting: https://usO2web.zoom.us/j/817544 78587? pwd=d3dyMWevR2Y5R3lpSG5Bc20vM2Npdz09
Meeting ID: 817 5447 8587 Passcode: 408949

To Join by Telephone: 1-929-205-6099
Meeting ID: 817 5447 8587 Passcode: 408949

If anybody has a problem accessing the meeting via phone or Channel 16, please call 603-589-3329 and they will help you
connect.

PRESIDENT LORI WILSHIRE CALLS ASSEMBLY TO ORDER

PRAYER OFFERED BY CITY CLERK SUSAN K. LOVERING
PLEDGE TO THE FLAG LED BY ALDERWOMAN-AT-LARGE SHOSHANNA KELLY
ROLL CALL
PUBLIC HEARING
R-21-177

RELATIVE TO THE SUPPLEMENTAL APPROPRIATION OF $250,000 OF FY2021 ASSIGNED FUND
BALANCE INTO FUND #6500 “PROPERTY & CASUALTY SELF INSURANCE FUND”

Testimony in Favor
Testimony in Opposition
Testimony in Favor
Testimony in Opposition

ADJOURNMENT

R-21-177

RESOLUTION

RELATIVE TO THE SUPPLEMENTAL APPROPRIATION OF $250,000 OF FY2021
ASSIGNED FUND BALANCE INTO FUND #6500 “PROPERTY & CASUALTY SELF
INSURANCE FUND”

In the Year Two Thousand and Twenty One

RESOLVED by the Board of Aldermen of the City of Nashua to appropriate $250,000 of
FY2021 Assigned Fund Balance into Fund #6500 “Property & Casualty Self Insurance Fund”.

LEGISLATIVE YEAR 2021

RESOLUTION: R-21-177
PURPOSE: Relative to the supplemental appropriation of $250,000 of

FY2021 assigned fund balance into Fund #6500 “Property &
Casualty Self Insurance Fund”

SPONSOR(S): Mayor Jim Donchess

COMMITTEE

ASSIGNMENT: Budget Review Committee

FISCAL NOTE: This resolution will reduce FY2021 assigned fund balance.
ANALYSIS

This resolution appropriates $250,000 of FY 2020 assigned fund balance into the Property
& Casualty Self Insurance Fund.

Charter Sec. 53 permits specific non-budget, supplementary appropriations. There should be
notice and a public hearing. A two-thirds vote is required under Charter Sec. 56-b for an item or
amount not in the mayor’s budget. A roll call is required under Charter Sec. 49.

Approved as to account Financial Services Division
structure, numbers,

and amount: By: /s/John Griffin
Approved as to form: Office of Corporation Counsel

By: Wurth
pate: @ Octo P1224

A special meeting of the Board of Aldermen was held Thursday, October 14, 2021, at 7:12 p.m. in the Aldermanic
Chamber and via Zoom teleconference which meeting link can be found on the agenda and on the City’s website
calendar.

President Lori Wilshire presided; Deputy City Clerk Allison Waite recorded.

Prayer was offered by City Clerk Susan Lovering; Alderman Patricia Klee led in the Pledge to the Flag.

Let’s start the meeting by taking a roll call attendance. If you are participating via Zoom, please state your presence,
reason for not attending the meeting in person, and whether there is anyone in the room with you during this meeting,
which is required under the Right-To-Know Law.

The roll call was taken with 10 in attendance and 3 via Zoom members of the Board of Aldermen present: Alderman
Patricia Klee, Alderwoman Shoshanna Kelly (via Zoom), Alderman Richard A. Dowd, Alderman June M. Caron,
Alderman Benjamin Clemons (via Zoom), Alderman Thomas Lopez (arrived at 7:14 p.m.), Alderman David C. Tencza,
Alderwoman Elizabeth Lu, Alderman Ernest Jette, Alderman Jan Schmidt, Alderman Skip Cleaver (via Zoom),
Alderman Linda Harriott-Gathright, Alderman Lori Wilshire.

Alderman-at-Large Michael B. O’Brien, Sr., and Alderman Brandon Laws were not in attendance.

DISCUSSION
President Wilshire

Tonight we have a discussion on wastewater rates and the paving program update. | am going to recognize the
Mayor to introduce the folks that are here this evening.

e Wastewater Rates and Paving Program Update

Mayor Donchess

All right Madam President. Thank you very much. | first want to introduce who's here. We have Commissioner Kevin
Moriarty, one of the Public Works Commissioners in the room in the back. He's raising his hand. | believe we have
Commissioner Pappas on the phone or at least that's my understanding.

Now we have done a lot of work on paving over the last five years and have made significant progress and | think
everyone has been able to observe that throughout the city. You're going to hear more of the details but over the last
five years and five years or so ago, we began to embark the Board of Aldermen, and |, and Public Works on a 10-year
paving program to upgrade our infrastructure in a very significant way. In those five years, we have - so we're about at
the halfway mark - we have paved 113 miles of streets, and there are about 300 miles of streets in the city. In addition to
that, we have crack sealed, which is a method of preservation that is much cheaper, less expensive than paving but
creates preservation for five years or so. We've cracked sealed another 102 miles of streets. Each street in the city is
given a so-called PCI or “paving condition index” score between zero and 100. The average score over these five years
for all of the city streets has been increased from 67 to 78.

So we are going to do another year of paving of course in 2022 and we'll be coming back to you for the authorization to
continue the program beyond that year in the coming months. But we wanted to update the Board, the City the progress
that has been made here at the halfway mark so that people could understand where we are. Now giving the
presentation will be Lisa Fauteux who is the Director of Public Works. You all know her. Dan Hudson, who's the City
Engineer. Thank you, Dan. Mark Saunders who is the Senior Staff Engineer with the city and William Scarpati, who is
an Associate Paving Management Specialist with Stantec. We have a lot of help from Stantec in terms of evaluating all
of the streets.

One thing I'd like to mention before | turn it over to our staff is that one important innovation, one important change that
we've made, and I've seen that it definitely has had a beneficial effect, is that for the first time about four years ago, we
began testing the quality of the asphalt, not only after it was laid down or as it's being laid down on the street - and that
has had always been going on - but after Director Fauteux and | visited an asphalt plant and consulted with one of the
major pavers in the industry, we decided it was a good idea to engage in inspector to inspect the quality of the asphalt at
the production plant. So we would see it - make sure it was conforming with specs as it was being produced and then as
it was being laid down. When you get into the chemistry and the composition of asphalt, a small deviation in some of the