FOURTH AMENDMENT TO
CASH POOLING AND LOAN AGREEMENT
This Fourth Amendment to the Cash Pooling and Loan Agreement is dated as of
December 2, 2002.
WHEREAS, Unitil Corporation, a New Hampshire corporation ("Unitil"),
Concord Electric Company, a New Hampshire Corporation ("Concord"), Exeter &
Hampton Electric Company, a New Hampshire corporation ("Exeter"), Fitchburg Gas
and Electric Light Company, a Massachusetts corporation ("FGE"), Unitil Power
Corp., a New Hampshire corporation ("UPC"), Unitil Realty Corp., a New Hampshire
corporation ("URC"), Unitil Resources, Inc., a New Hampshire Corporation ("URI")
and Unitil Service Corp., a New Hampshire corporation ("USC"), are parties to a
Cash Pooling and Loan Agreement dated as of February 1, 1985, as amended (the
"Cash Pooling Agreement"); and
WHEREAS, effective as of December 2, 0000, Xxxxxx merged with and into
Concord and, on that same date, Concord succeeded, by operation of law, to all
of Exeter's rights and obligations under the Cash Pooling Agreement; and
WHEREAS, effective as of December 2, 2002, Concord changed its name to
Unitil Energy Systems, Inc. ("UES");
NOW, THEREFORE in consideration of the foregoing, the mutual covenants
contained herein and other good and valuable consideration, the receipt and
sufficiency is hereby acknowledged by each party to the others, the parties
hereto agree as follows:
1. Each of Unitil, FGE, UPC, URC, URI and USC hereby acknowledges, agrees
and consents to the succession of UES to all of Exeter's rights and obligations
under the Cash Pooling Agreement, and all parties to the Cash Pooling Agreement
further agree that the Cash Pooling Agreement be hereby amended to delete all
references therein to Exeter and to change all references therein to Concord to
UES.
2. Except as described above, all provisions of the Cash Pooling Agreement
shall remain in full force and effect without amendment.
IN WITNESS WHEREOF, the parties have caused this Fourth Amendment to be
executed by their respective officers thereunto duly authorized, as of the date
first above written.
UNITIL CORPORATION
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxx
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, Treasurer
FITCHBURG GAS AND ELECTRIC LIGHT COMPANY
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxx
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, Treasurer
UNITIL ENERGY SYSTEMS, INC.
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxx
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, Treasurer
UNITIL POWER CORP.
By: /s/ Xxxxx X. Xxxxx
---------------------------------
Name: Xxxxx X. Xxxxx, President
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, Treasurer
UNITIL REALTY CORP.
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, Treasurer
By: /s/ Xxxxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxxxx X. Xxxxx, Controller
UNITIL RESOURCES, INC.
---------------------------------
By: /s/ Xxxxxx X. Xxxxxxxxxxxx
---------------------------------
Name: Xxxxxx X. Xxxxxxxxxxxx, President
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, VP & Treasurer
UNITIL SERVICE CORP.
By: /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx, VP & Treasurer
By: /s/ Xxxxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxxxx X. Xxxxx, Controller
