(D) Annual Budgets. As soon as available, but in no event more than 90 days after
the beginning of each fiscal year of the Company, an annua! budget and forecast of operations and capital
expenditures for the Company for such year, which budget must be in form and content reasonably
acceptable to CoBank.
SECTION 5.03. Insurance. Maintain insurance with financially sound and reputable
insurance companies or associations reasonably acceptable to CoBank in such amounts and covering
such risks as are usually carried by companies engaged in the same business and similarly situated, and
make such increases in the amounts or coverage thereof as CoBank may from time to time require.
Without limiting the foregoing, in the event any property of the Company is located in a flood zone, then
reasonable and realistic, and no fact has come to light, and no event has occurred, which would cause any
material assumption made therein to not be reasonable or realistic.
SECTION 4.08. Compliance with Law. All of the Company’s properties and all of its
operations, are in compliance in all material respects with all Laws. Without limiting the foregoing, all
property owned or leased by the Company, all property proposed to be acquired with the proceeds of the
Promissory Note and Supplement, and all operations conducted thereon on all such property, are in
compliance in all material respects with all Laws relating to the environment
satisfied all conditions and requirements set forth in the Promissory Note and Supplement relating to that
loan.
ARTICLE 4
REPRESENTATIONS AND WARRANTIES
To induce CoBank to enter into and make loans under each Promissory Note and Supplement,
the Company represents and warrants that:
attaching and certifying as to each of the following, all of which must be in form and content acceptable
to CoBank: (1) the Articles of Incorporation of the Company, certified by the Secretary of State of New
Hampshire within 30 days of the date hereof; (2) the Bylaws of the Company; and (3) a certificate of the
Secretary of State of New Hampshire issued within 30 days of the date hereof attesting to the due
formation and good standing of the Company in the State of New Hampshire.
SECTION 2.03. Method of Payment. The Company shall make all payments to CoBank
under this Agreement and each Promissory Notc and Supplement hereto by wire transfer of immediately
available funds, by check, or, if specified by separate agreement between the Company and CoBank, by
automated clearing house (ACH) or other similar cash handling processes. Wirc transfers shall be made
to ABA No. 307088754 for advice to and credit of "CoBANK" (or to such other account as CoBank may
Attachment A
MLA No. RX0848
MASTER LOAN AGREEMENT
THIS MASTER LOAN AGREEMENT (this “Agreement”) is entered into as of February 9,
2010, between PENNICHUCK EAST UTILITY, INC., a New Hampshire corporation (the
“Company”), and CoBANK, ACB, a federally chartered instrumentality of the United States
(“CoBank”).
BACKGROUND
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borrowers. In addition to the lower rates, CoBank loans generally have fewer covenants or
restrictions as compared to loans from commercial banks and other financial institutions.
Approval by Pennichuck and PEU. The CoBank loan and guaranty have been approved by the
Board of Directors of Pennichuck and PEU. Pennichuck recommends that the City authorize
(i) PEU to enter into the loan with CoBank; and (ii) Pennichuck to guaranty the loan.
«9 =
any debt securities or warrants or other rights to acquire any debt securities
of the [Pennichuck] Corporation or any of its Subsidiaries, or (C) guarantee
any debt securities of any person.”
Proposed Term Loan Borrowing from CoBank
