FIRST AMENDMENT TO REIMBURSEMENT AND CREDIT AGREEMENT
EXHIBIT 10.3
FIRST AMENDMENT TO REIMBURSEMENT AND CREDIT AGREEMENT
This FIRST AMENDMENT TO REIMBURSEMENT AND CREDIT AGREEMENT (the “First Amendment”) is
made and entered into this 28th day of April, 2006 by and between THE CONNECTICUT WATER COMPANY, a
corporation duly organized and existing under the laws of the State of Connecticut with an office
at 00 Xxxx Xxxx Xxxxxx, Xxxxxxx, Xxxxxxxxxxx 00000 (the “Borrower”), and CITIZENS BANK OF
RHODE ISLAND, with an office at Xxx Xxxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxx Xxxxxx 00000, (the
“Bank”).
WITNESSETH:
WHEREAS, the Borrower issued and sold the $12,500,000 Variable Rate Taxable Debenture Bonds,
Series 2004 (the “Bonds”) pursuant to the terms of the Indenture;
WHEREAS, the Borrower and the Bank entered into a Reimbursement and Credit Agreement, dated as
of March 1, 2004, to provide for an irrevocable direct pay letter of credit to be issued by the
Bank for the account of the Borrower to secure the Bonds (the “Agreement”);
WHEREAS, affiliates of the Borrower, The Unionville Water Company and The Crystal Water
Company of Xxxxxxxxx, will be merged into the Borrower following approval by the Connecticut
Department of Public Utilities (the “Merger”);
WHEREAS, in connection with the Merger, the Borrower wishes to increase the amount of the
Borrower’s Permitted Indebtedness to Connecticut Water Service, Inc. or the Borrower’s Affiliates
allowed under the Agreement. Capitalized terms used in this First Amendment and not otherwise
defined herein shall have the meanings ascribed thereto in the Agreement.
NOW THEREFORE, in consideration of the premises, mutual promises and covenants contained
herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, it is agreed by and between the parties hereto, each being legally bound hereby, as
follows:
1. Clause (vii) of the definition of Permitted Indebtedness in subsection 1.01 of the
Agreement is hereby deleted and replaced by the following:
“(vii) indebtedness to Connecticut Water Service, Inc. or Borrower’s Affiliates not exceeding
Fifteen Million Dollars ($15,000,000) in the aggregate; and”
2. This First Amendment may be executed in counterparts and all such counterparts shall be
deemed to be originals and together shall constitute but one and the same instrument.
3. Except as expressly provided herein, the Agreement is unmodified and remains in full force
and effect.
EXHIBIT 10.3
IN WITNESS WHEREOF, and intending to be legally bound hereby, the parties have executed this
First Amendment as of the date first written above.
| THE CONNECTICUT WATER COMPANY | ||||||
| By: | /s/ Xxxxx X. Xxxxxx | |||||
| Name: Xxxxx X. Xxxxxx | ||||||
| Title: Vice President-Finance and Chief Financial Officer | ||||||
| CITIZENS BANK OF RHODE ISLAND | ||||||
| By: | /s/ Xxxxxxx X. Xxxxxxxxx | |||||
| Name: Xxxxxxx X. Xxxxxxxxx | ||||||
| Title: Vice President | ||||||
