EXHIBIT 4.23
REA Project Designation:
SOUTH DAKOTA 515-G XXXXX
AMENDMENT
Dated as of December 20, 1968
to
TELEPHONE
LOAN CONTRACT
Dated as of September 5, 1952, as amended,
between
DAKOTA COOPERATIVE TELEPHONE COMPANY, INC.
and
UNITED STATES OF AMERICA
UNITED STATES DEPARTMENT OF AGRICULTURE
RURAL ELECTRIFICATION ADMINISTRATION
No. 2
AGREEMENT, made as of December 20, 1968, pursuant to
the Rural Electrification Act of 1936, as amended (7 U.S.C.
901 ET SEQ.) between DAKOTA COOPERATIVE TELEPHONE COMPANY,
INC. (hereinafter called the "Borrower"), a corporation
existing under the laws of the State of South Dakota, and
UNITED STATES OF AMERICA (hereinafter called the
"Government"), acting through the Administrator of the Rural
Electrification Administration.
WHEREAS, the Government and the Borrower have heretofore entered
into a certain telephone loan contract, dated as of September 5, 1952, and
five certain agreements, dated, respectively, as of August 11, 1955, as of
October 9, 1958, as of March 8, 1961, as of August 20, 1964, and as of
June 1, 1967, amending said telephone loan contract (said telephone loan
contract, as so amended, being hereinafter called the "Loan Contract"), and
intend by this agreement to amend the Loan Contract by increasing the
aggregate amount of the loans therein provided for by an amount not in
excess of $1,650,000, and in certain other respects;
NOW, THEREFORE, for and in consideration of the mutual agreements
herein contained, the Government and the Borrower agree as follows:
SECTION 1. Section 1.1 of article I of Loan Contract is amended
to read as follows:
SECTION 1.1. AMOUNT AND PURPOSE. For the purpose of
furnishing telephone service in rural areas, the Government shall lend
and the Borrower shall borrow an amount not in excess of $5,376,000,
which, together with the sum of $80,465 (hereinafter called the
"equity funds"), to be deposited by the Borrower in the "Special
Construction Account" hereinafter defined and provided for in
section 2.4, shall be used to finance, pursuant to the provisions of
the Act, the acquisition, construction and operation of telephone
lines and facilities (hereinafter called the "Project"), to serve a
total of approximately 4,722 subscribers, and to be located in the
Counties of Clay, Hutchinson, Lincoln, Minnehaha, McCook, Turner,
Union and Yankton, and in counties contiguous thereto, all in the
State of South Dakota.
SEC. 2. Article II of the Loan Contract is amended by adding
thereto a new section numbered and reading as follows:
SEC. 2.15. ADDITIONAL PREREQUISITES TO CERTAIN ADVANCES.
The Government shall be under no obligation to advance any of the
$1,650,000 included in the Loan by an agreement made by and between
the Borrower and the Government, dated as of December 20, 1968, nor
$68,000 of prior loan funds, until the Borrower in addition to
complying with all other prerequisites of this agreement to the
advance of Loan funds, shall have submitted evidence, satisfactory to
the Administrator, showing that it has:
(1) obtained a commitment or commitments from the Northwestern
Xxxx Telephone Company covering all proposed extended area
service between the Borrower's exchanges and those of
Northwestern Xxxx Telephone Company; and
(2) obtained all authorizations, permits and approvals of
regulatory bodies, as may be required by law, including,
without limitation, approval of rate schedules for the
Parmon, Hurdav and Lenchan exchanges which exclude mileage
or zone charges and which are otherwise satisfactory to the
Administrator.
SEC. 3. Sections 2.13 and 2.14 of article II of the Loan
Contract are amended to read as follows:
SEC. 2.13. RELATION OF GENERAL FUNDS LEVEL TO ADVANCES.
The Borrower covenants and agrees that it will not, without the
approval of the Administrator, submit a requisition for the advance of
any funds on account of the Loan, nor use any funds advanced on
account of the Loan to reimburse its general funds, at any time or
times when the amount of its general funds either exceeds fifteen
percent of its total telephone plant, or would exceed fifteen percent
of its total telephone plant as a result of the intended use of such
advance to reimburse its general funds. Notwithstanding anything
contained in this agreement, the Government shall not be obligated at
any time or times to make an advance on account of the Loan if the
amount of the Borrower's general funds at such time or times either
exceeds fifteen percent of its total telephone plant, or would exceed
fifteen percent of its total telephone plant as a result of the
intended use of such advance to reimburse the Borrower's general
funds. As used in this section: (a) the term "general funds" means
the sum of the following accounts: "Investments in Affiliated
Companies", "Advances to Affiliated Companies", "Other Investments",
"Miscellaneous Physical Property", "Sinking Funds", "Cash" (except for
cash in the "Cash - REA Construction Fund - Trustee Account"),
"Special Cash Deposits", "Working Funds", and "Temporary Cash
Investments"; and (b) the term "total telephone plant" means the sum
of the following accounts: "Telephone Plant in Service", "Telephone
Plant Under Construction", "Property Held for Future Telephone Use",
"Telephone Plant Acquisition Adjustment", and "Telephone Plant
Adjustment". Titles of accounts used in the foregoing definitions
shall have the meanings prescribed for them by the Federal
Communications Commission in its prevailing uniform system of accounts
for Class A telephone companies. These titles and definitions shall
also apply to accounts of the Borrower which have substantially the
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same meanings as those referred to in such uniform system of accounts
regardless of the account title or the system of accounts actually
used by the Borrower.
SEC. 0.00.XXXXXXXXXXXX SCHEDULE. Notwithstanding anything
contained in this agreement, the Government shall not be obligated to
advance to the Borrower any funds on account of the Loan (other than
funds hitherto approved by the Administrator for advances) except in
accordance with a schedule covering construction, and the use of the
Borrower's general funds and Loan funds therefor, which shall have
been submitted by the Borrower and approved in writing by the
Administrator. Such schedule shall reflect the policy of scheduling
construction in conformance with current national objectives, and may,
with the written approval of the Administrator, be amended from time
to time. To the extent that such schedule, as it may be amended,
fixes the time for final advance of funds on account of the Loan
beyond the period of time specified in section 2.7 of article II
hereof, the period of time specified in said section shall be
accordingly extended. Advances of Loan funds to reimburse general
funds used for construction shall be made only after the Administrator
has determined that the Borrower's financial and operating condition
require such reimbursement. The authority granted to the Government
or the Administrator to withhold advances of Loan funds pursuant to
this section shall terminate on a date three years after the date of
the agreement between the Government and the Borrower which initially
incorporated the foregoing provisions, or on any earlier termination
date designated by the Administrator.
SEC. 4. This agreement may be simultaneously executed and
delivered in two or more counterparts, each of which so executed and
delivered shall be deemed to be an original, and all shall constitute but
one and the same instrument.
IN WITNESS WHEREOF the Borrower has caused this agreement to be
signed in its corporate name and its corporate seal to be hereunto affixed
and attested by its officers thereunto duly authorized, and the Government
has caused this agreement to be duly executed, all as of the day and year
first above written.
DAKOTA COOPERATIVE TELEPHONE
COMPANY, INC.
by /s/ B. Xxxxxxx Xxxxxxxxxxx
(B. Xxxxxxx Xxxxxxxxxxx)
President
(Seal)
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Attest: /s/ X.X. Xxxxxxxxxx
(X.X. Xxxxxxxxxx)
Secretary
UNITED STATES OF AMERICA
by /s/ Xxxxxxx X. Xxxx
Administrator
of
Rural Electrification Administration
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