Board Of Aldermen

A special meeting of the Board of Aldermen was held Tuesday, February 16, 2016, at 7:00 p.m. in the
Aldermanic Chamber.

President Brian S. McCarthy presided; City Clerk Patricia D. Piecuch recorded.

Prayer was offered by City Clerk Patricia D. Piecuch; Alderman-at-Large Daniel T. Moriarty led in the Pledge to
the Flag.

The roll call was taken with 15 members of the Board of Aldermen present.
Mayor James W. Donchess was also present.
MAYOR’S ANNUAL STATE-OF-THE-CITY ADDRESS

Cultural Connections Committee

Rafael Calderon (New Appointment)
394 Notre Dame Avenue
Manchester, NH 03102

Sylvia E. Gale (New Appointment)
4 Clergy Circle
Nashua, NH 03064

Deepa Mangalat (New Appointment)
18 Wild Rose Drive
Nashua, NH 03063

Director of Public Health
Bobbie Bagley (New Appointment)

17 Bunker Hill Drive
Londonderry, NH 03053

Downtown Improvement Committee

Simon Sarris (New Appointment)
23 Auburn Street
Nashua, NH 03064

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

PENNICHUC RPORATION _.
veo -
By: €

Title: CeO

SECTION 10. Notices. All 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 either 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

(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.

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) 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

SECTION 5. Information Regarding Company; Waiver of Notices, Ete. 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

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

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 COBANK, ACB (hereinafter referred to as "CoBank").

BACKGROUND