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Note 13 — Segment Reporting

The Company is comprised of Pennichuck Corporation and its five wholly-owned
subsidiaries, as described in Note | to these consolidated financial statements. For the years
ended December 31, 2015 and 2014, and as of those dates, the following financial results
were generated by the segments of the Company:

(in thousands) 2015 2014
Operating Revenues:
Pennichuck Water Works, Inc. $ 29,677 $ 28,193
Pennichuck East Utility, Inc. 7,229 6,992
Pittsfield Aqueduct Company, Inc. 761 766
Subtotal Regulated Segment 37,667 35,951
Water Management Services 3,171 2,854
Other 2 10

Total Operating Revenues $ 40,840 $ 38,815

Depreciation and Amortization Expense:

Pennichuck Water Works, Inc. $ 5,629 $ 5,210
Pennichuck East Utility, Inc. 979 928
Pittsfield Aqueduct Company, Inc. 110 117
Subtotal Regulated Segment 6,718 6,255
Water Management Services - -
Other (108) (107)

Total Depreciation and Amortization Expense $ 6,610 § 6,148

Operating Income:

Pennichuck Water Works, Inc. $ 7,541 §$ 7,410
Pennichuck East Utility, Inc. 882 1,081
Pittsfield Aqueduct Company, Inc. 166 178

Subtotal Regulated Segment 8,589 8,669
Water Management Services 160 189
Other 42 47

Total Operating Income $ 8,791 §$ 8,905

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Origination Fees:

Principal Repayment:

Prepayment:

Capitalization:

Collateral:

Gaurantee:

Documentation:

2

multiples of $100,000; (2) for periods of 12 months to the final maturity
date of the Term Loan; and (3) on no more than 5 separate balances at any
one time.

Interest will be calculated on the actual number of days elapsed on the
basis of a year consisting of 360 days and shall be payable monthly in
arrears by the 20" day of the following month.

None.

In up to 300 consecutive monthly installments, each due on the 20" of the
month, with the first installment due on the second month following
closing. The amount of each installment shall be the same principal
amount that would be due and payable if the loan was payable in level
installments of principal and interest and such schedule was calculated
using the interest rate outstanding on the date of the loan agreement;
provided, however, that if on the date the loan is made, the Borrower fixes
the rate of interest on the entire principal amount of the loan to the final
maturity date thereof, then the rate utilized in calculating the amortization
schedule shall be the rate of interest accruing on the loan.

Balances bearing interest at the Weekly Quoted Variable Rate Option
may be prepaid without premium. Balances with a fixed interest rate may
be prepaid in whole or part, subject to a prepayment surcharge. The
surcharge shall be in an amount equal to the greater of: (1) the sum of the
present value of CoBank’s funding losses plus a yield of '4 of 1% on a per
annum basis or (2) $300.

The Term Loan will be capitalized in accordance with CoBank’s bylaws
and will be eligible for patronage. As a current borrower, no additional
capital is required.

The Term Loan will be unsecured: (1) except for CoBank’s statutory first
lien on all equity in CoBank; and (2) unless the Borrower desires to grants
liens to secure other debt, in which case the Borrower may grant liens to
CoBank and the holders of its other debt as long as CoBank and such
other holders share such liens pro rata and all collateral and
documentation evidencing same is approved by CoBank.

The Term Loan will be guaranteed by Pennichuck Corporation under the
existing guaranty agreement dated February 9, 2010 between CoBank and
Pennichuck Corporation, such agreement to be amended if needed for this
loan.

CoBank's commitment is subject to the negotiation, execution, and
delivery of documentation satisfactory to CoBank and its counsel in all
material respects. Such documentation will contain conditions precedent,
representations and warranties, covenants, events of default, remedies and
miscellaneous other provisions. Without limiting the foregoing, the

Documentation:

Financial Covenants:_

Negative covenants:

Reporting Requirements:

Events of Default:

Expenses and
Indemnification:

Patronage:

3

documents will contain the following conditions precedent,
representations and warranties, covenants and events of default:

e Conditions Precedent. Satisfactory review and approval of all
documents related to the acquisition of the assets and the
formation of the Borrower; execution and delivery of all related
documents; receipt of such board resolutions, incumbency
certificates and other evidence as CoBank shall require that all
documents have been duly authorized, executed and delivered;
evidence of perfection and priority of lien; and opinions of
counsel.

e Representations and Warranties: Due organization, good
standing and qualification; authorization to borrow; compliance
with law; financial condition; title to properties; liens; no material
adverse change; litigation; payment of taxes; governmental
regulations; disclosure; licenses; trademarks; and patents.

As provided in the current Master Loan Agreement (MLA) and any
ammendments thereto, CoBank's commitment is subject to the negotiation,
execution, and delivery of documentation satisfactory to CoBank and its
counsel in all material respects.

As provided in the current MLA subject to ammendment as needed.
As provided in the current MLA subject to ammendment as needed.
As provided in the current MLA subject to ammendment as needed.

As provided in the current MLA subject to ammendment as needed.

The Borrower will indemnify CoBank against all losses, liabilities,
claims, damages, or expenses relative to the Credit Facility or the use of
loan proceeds. All reasonable costs and expenses incurred by CoBank in
connection with this transaction including, without limitation, all legal
fees and expenses for CoBank’s legal counsel, shall be paid by the
Borrowers.

At the sole discretion of CoBank’s Board of Directors, each year eligible
customers may qualify under CoBank’s patronage plan for patronage
certificates and distributions. CoBank reserves the right to sell, assign
and/or participate in credit facilities discussed hereunder on a non-
patronage basis.

Attachment C

GUARANTEE OF PAYMENT
(CONTINUING)

THIS GUARANTEE OF PAYMENT (this "Guaranty") is executed as of February 9, 2010, by
PENNICHUCK CORPORATION, a New Hampshire corporation (hereinafter referred to as the
"Guarantor"), in favor COoBANK, ACB (hereinafter referred to as "CoBank").

BACKGROUND

Pennichuck East Utility, Inc. (the "Company") has obtained or may desire at some point in time
and/or from time to time to obtain loans, advances and other financial accommodations from CoBank.
Owing to Company's financial condition and/or other factors, CoBank is not willing to extend or continue to
extend credit to the Company without the guaranty of the Guarantor. Having a financial interest in the
Company and expecting to benefit from such credit, the Guarantor is willing to furnish that guaranty.

NOW, THEREFORE, in order to induce CoBank to extend credit to the Company and for good
and valuable other consideration, the receipt and sufficiency of which are hereby acknowledged, the
Guarantor agrees as follows:

SECTION 1. Guaranty. The Guarantor hereby unconditionally and irrevocably guarantees to
CoBank the punctual payment when due, whether at stated maturity, by acceleration or otherwise, of all
indebtedness, obligations and liabilities of the Company to CoBank, whether now existing or hereafter
incurred, including, but not limited to, those under or arising out of or in connection with any loans,
advances, acceptances, letters of credit, indemnities, foreign exchange contracts or any other kind of
contract or agreement under which the Company may be indebted to CoBank in any manner, whether for
principal, interest, fees, surcharges, expenses or otherwise. For ease of reference: (i) all such indebtedness,
obligations and liabilities shall hereinafter be collectively referred to as the "Guaranteed Obligations"; and
(ii) all instruments, documents and agreements evidencing or relating to the Guaranteed Obligations
(including all loan agreements, promissory notes, reimbursement agreements, security agreements,
mortgages and deeds of trust) shall hereinafter collectively be referred to as the "Loan Documents." Without
limiting the foregoing, the Loan Documents shall include (but shall not be limited to) the: (1) Master Loan
Agreement dated as of February 9, 2010, between the Company and CoBank (as amended or restated from
time to time, the “MLA”); (2) Promissory Note and Supplement dated as of February 9, 2010, between the
Company and CoBank and numbered RX0848T1I; (3) Promissory Note and Supplement dated as of
February 9, 2010, between the Company and CoBank and numbered RX0848T2; (4) al! future Promissory
Notes and Supplements issued under the Master Loan Agreement; (5) the ISDA 2002 Master Agreement
dated as of February 9, 2010, between the Company and CoBank, and all schedules executed at any time in
connection therewith; and (6) all amendments to and restatements of each of the foregoing.

SECTION 2. Guaranty of Payment; Waiver of Defenses, Etc. This Guaranty is a guarantee of
payment and not of collection. The Guarantor acknowledges and agrees that this Guaranty is an absolute
and independent obligation of the Guarantor, and therefore waives any right to require that any action be
brought against the Company, another guarantor or any other person or entity which is liable for all or any
part of the Guaranteed Obligations, or to require that resort be had at any time to any security for the
Guaranteed Obligations or to any right of setoff or similar right. The Guarantor's obligations hereunder
shall be payable on demand and shall be absolute and unconditional irrespective of (and the Guarantor
hereby expressly waives any defense or claim of discharge based on): (i) the alteration or modification from
time to time (whether material or otherwise) of the Guaranteed Obligations, including the date, time, and
place of payment, an increase or decrease in the rate or rates of interest accruing on the Guaranteed
Obligations, the period during which the Guaranteed Obligations may be made, the amount of the
Guaranteed Obligations or otherwise; (ii) the waiver by CoBank of the Company's compliance with any of

the terms and conditions of the Loan Documents; (iii) the forbearance by CoBank from exercising any right
or remedy it may have under the Loan Documents or under law; (iv) any inability, failure, neglect or
omission to obtain, perfect, maintain, enforce, or realize upon any collateral for the Guaranteed Obligations,
or to pursue or obtain any deficiency judgment against the Company following any foreclosure of any
security interest, mortgage or deed of trust; (v) the loss or impairment of any collateral, the subordination or
release of CoBank's lien thereon, or the sale, pledge, surrender, exchange or substitution of any collateral;
(vi) CoBank releasing, waiving, discharging, or modifying the obligations of one or more other guarantors
(whether a party hereto or to a separate agreement with CoBank); (vii) the acceptance by CoBank of any
partial payment on the Guaranteed Obligations or any collateral therefor, or CoBank settling, subordinating,
compromising, discharging, or releasing the Guaranteed Obligations or any collateral therefor; (viii) the
enforceability of the Loan Documents; (ix) any defenses or counterclaims assertable by the Company,
including any defense or counterclaim based on failure of consideration, fraud, statute of frauds,
bankruptcy, statute of limitations, lender liability, and accord and satisfaction; (x) any setoff, counterclaim,
recoupment or similar right assertable by the Company, the Guarantor, or other guarantor (whether a party
hereto or to a separate guarantee); or (xi) any other circumstance which constitutes a legal or equitable
discharge of a guarantor or surety. This Guaranty shall continue in full force and effect until five business
days after written notice of termination shall have been received by CoBank. Notwithstanding the
foregoing, such notice of termination shall not be effective as to any Guaranteed Obligations: (1) existing
prior to the effective date of termination; (2) arising thereafter pursuant to any commitment to extend credit
entered into prior to the effective date of such notice (regardless of whether CoBank has or from time to
time acquires a right to suspend or terminate such commitment owing to the occurrence of a default or
otherwise); (3) any extensions, renewals, or refinancings of any Guaranteed Obligations referred to in (1) or
(2) above made before or after the effective date of termination; and (4) interest, fees, expenses, and other
Guaranteed Obligations relating to any of the foregoing. In addition, no such notice of termination shall in
any manner impair or alter CoBank's rights or obligations hereunder with respect to such Guaranteed
Obligations (including under Sections 2 and 5 hereof) or affect or impair the obligations of any other
guarantor (whether a party hercto or to a separate guarantec).

SECTION 3. Subordination and Subrogation. The Guarantor hereby agrees that all
indebtedness and other obligations of the Company (now existing or hereafter incurred) to the Guarantor are
and shall be subordinated in right of payment to the prior payment in full by the Company of its obligations
to CoBank under the Loan Documents. During the existence of a “Default” or an “Event of Default under
the Loan Documents, no payments by the Company shall be accepted by the Guarantor with respect to such
subordinated obligations and, if any such payments are inadvertently received, the same shall be held in
trust and promptly turned over to CoBank. The Guarantor hereby waives all claims, rights or remedies that
it may have at law or in equity (including, without limitation, any law subrogating the Guarantor to the
rights of CoBank) to seek contribution, indemnification, or any other form of reimbursement from the
Company, any other guarantor, or any other person or entity now or hereafter primarily or secondarily liable
for any obligations of the Guarantor to CoBank, for any disbursement madc by the Guarantor under or in
connection with this Guaranty or otherwise. The Guarantor hereby stipulates and agrees that any such
disbursement made by the Guarantor shall be a contribution to the equity capital of the Company.

SECTION 4. Recovery of Payment. If any payment received by CoBank and applied to the
Guaranteed Obligations is subsequently set aside, recovered, rescinded, or required to be returned for any
reason (including, without limitation, the bankruptcy, insolvency or reorganization of the Guarantor), the
Guaranteed Obligations to which such payment was applied shall for the purposes of this Guaranty and all
instruments or documents executed in connection herewith or securing the Guarantor's obligations
hereunder, be deemed to have continued in existence, and this Guaranty shall be enforceable as to such
Guaranteed Obligations as fully as if such applications had never been made.

SECTION 5. Information Regarding Company; Waiver of Notices, Etc. The Guarantor
assumes responsibility for keeping fully informed of the financial condition of the Company, its liability
hereunder and all other circumstances affecting the Company's ability to pay and perform the Guaranteed
Obligations. The Guarantor agrees that CoBank shall have no duty to report to or notify the Guarantor of:
(i) any information which CoBank shall receive about the financial condition of the Company (including
adverse matters); (ti) the Company's performance under the Loan Documents (including nonpayment or the
occurrence of any other default); (iii) any circumstances bearing on the Company's ability to perform the
Guaranteed Obligations; (iv) any increases in the amount of the Guaranteed Obligations or any renewals,
extensions or refinancing(s) of any Guaranteed Obligation; (v) any actions taken by CoBank or the
Company under any Loan Document; (vi) any matters relating to another guarantor; (vii) any matter set
forth in Section2 hereof; or (viii) any other matter relating to the Guaranteed Obligations; and the
Guarantor hereby expressly and unconditionally waives any defense or claim of discharge based on the
failure of CoBank to report to or notify the Guarantor of any such information. In addition, the Guarantor
hereby acknowledges that it has entered into this Guaranty based upon its own independent knowledge of or
investigation into the affairs of the Company and any other guarantor (whether a party hereto or to a
separate guarantee) and has not relied in any respect on CoBank or any officers, employees, or agents
thereof.

SECTION 6. Representations and Warranties. The Guarantor hereby represents and warrants
as follows:

(A) Organization; Power; Etc. The Guarantor: (i) is duly organized, validly existing,
and in good standing under the laws of its state of incorporation or formation; (ii) is duly qualified to do
business and is in good standing in each jurisdiction in which the transaction of its business makes such
qualification necessary; (iii) has all requisite corporate and legal power to own and operate its assets and to
carry on its business and to enter into and perform this Guaranty; and (iv) has duly and lawfully obtained
and maintained all licenses, certificates, permits, authorizations, approvals, and the like which are material
to the conduct of its business or which may be otherwise required by law, rule, regulation, ordinance, code,
order or the like (collectively, "Laws").

(B) Due Authorization; No Violation; Etc. The execution and delivery by the
Guarantor of, and the performance by the Guarantor of its obligations under, this Guaranty and all
instruments and documents executed in connection herewith have been duly authorized by all requisite
corporate or other action on the part of the Guarantor and do not and will not: (i) conflict with, or constitute
(with or without the giving of notice and/or the passage of time and/or the occurrence of any other
condition) a default under, any other agreement to which the Guarantor is a party or by which it or any of its
property may be bound or affected, or with any provision of its articles of incorporation, bylaws or other
organizational documents; (ii) require the consent, permission, authorization, order or license of any
governmental authority or of any party to any agreement to which the Guarantor is a party or by which it or
any of its property may be bound or affected, except as has been obtained and are in full force and effect;
(iii) violate any provision of any law, rule, regulation, order, writ, judgment, injunction, decree,
determination or award presently in effect applicable to it; or (iv) result in, or require, the creation or
imposition of any lien, security interest or other charge or encumbrance upon or with respect to any of its
properties now owned or hereafter acquired.

(C) Binding Agreement. This Guaranty and each instrument and document executed
in connection herewith is, or when executed and delivered will be, the legal, valid, and binding obligation of
the Guarantor, enforceable in accordance with its terms, subject only to limitations on enforceability
imposed by applicable bankruptcy, insolvency, reorganization, moratorium, or similar Laws affecting
creditors' rights generally.

(D) Litigation. Except as disclosed in the Company’s Application for Credit dated as
of February 9, 2010 (the “Application”), there are no pending legal, arbitration, or governmental actions or
proceedings to which the Guarantor is a party or to which any of its property is subject which, if adversely
determined, could have a material adverse effect on the condition, financial or otherwise, operations,
properties, or business of the Guarantor, or on the ability of the Guarantor to perform its obligations
hereunder or under any instrument or document executed in connection herewith, and to the best of the
Guarantor's knowledge, no such actions or proceedings are threatened or contemplated.

(E) Financial Statements; No Material Adverse Change; Etc. The annual audited
consolidating and consolidated financial statements of the Guarantor and its consolidated subsidiaries, if
any, for the fiscal year ended in 2008 and the interim consolidated financial statements of the Guarantor and
its consolidated subsidiaries, if any, for the period ending on June 30, 2009, copies of which (together with
all notes and schedules relating thereto) have been submitted to CoBank, are complete and correct and fairly
present the financial condition of the Guarantor and the results of the Guarantor's operations for the periods
covered thereby, and are prepared in accordance with generally accepted accounting principles ("GAAP")
consistently applied. Since the date of the interim statements, there has been no material adverse change in
the condition, financial or otherwise, business, or operations of the Guarantor. There are no liabilities of the
Guarantor, fixed or contingent, which are material but which are not reflected in the financial statements or
the notes thereto.

(F) Title to Property. The Guarantor has title to, or valid leasehold interests in, all of
its property, real and personal, including the properties reflected in the financial statements referred to above
(other than any property disposed of in the ordinary course of business).

(G) Compliance with Laws, Environmental Matters, Etc. All of the properties of
the Guarantor and all of its operations are in compliance in all material respects with all applicable Laws
including, without limitation, all Laws relating to the environment. No property owned or leased by the
Guarantor is being used or, to its knowledge, has been used for the disposal, treatment, storage, processing
or handling of hazardous waste or materials (as defined under any environmental Law) and no investigation,
claim, litigation, proceeding, order, judgment, decree, settlement, Lien or the like with respect to any
environmental matter is proposed, threatened, anticipated or in existence with respect to its properties or
operations. In addition, no environmental contamination or condition currently exists on any property of the
Guarantor or, to its knowledge, any adjoining property, which could delay the sale or other disposition of, or
could have (or already has had) an adverse effect on the value of, its property.

(H) Compliance With Guaranty. As of the date hereof, the Guarantor is operating its
business in compliance with all of the covenants set forth in this Guaranty.

SECTION 7. Affirmative Covenants. Unless otherwise agreed to in writing by CoBank, while
this Guaranty is in effect, whether or not any Guaranteed Obligations are outstanding hereunder, the
Guarantor agrees to, and agrees to cause each of its subsidiaries to:

(A) Corporate Existence, Licenses. Etc. Preserve and keep in full force and effect
its existence and good standing in the jurisdiction of its incorporation or formation, qualify and remain
qualified to transact business in all jurisdictions where such qualification is required, and obtain and
maintain all licenses, certificates, permits, authorizations, approvals, and the like which are material to
the conduct of its business or required by Law.

(B) Compliance with Laws. Comply in all material respects with all applicable
Laws, including, without limitation, all Laws relating to environmental protection. In addition, the

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 propertics.

(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
useful in the proper conduct of its business in good working condition, ordinary wear and tear excepted.

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

(F) Inspection. Permit CoBank or its 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

(b) consolidated statements of income, changes in shareholders’
equity, and cash flows 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 national 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 10-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 last 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, Etc. 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. (1) 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 sell 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 sufficient 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 its
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. In 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. Ali notices provided for herein shall be in writing (including facsimile)
and shall be mailed or delivered to the following 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: If to the Guarantor, as follows:
CoBank, ACB Pennichuck Corporation

5500 South Quebec Street 25 Manchester Street

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

SECTION 11. Amendments, Etc. TIIIS 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 hereunder preclude 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 parties 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 notiftes 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 its 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
Loan Documents or may sell participations in its rights and obligations hereunder

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