Exhibit 10.49.1
As of September 29, 1998
The CL&P Receivables Corporation
000 Xxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxx 00000
Ladies and Gentlemen:
Reference is made to the Receivables Purchase and Sale Agreement (the
"Agreement"), dated as of September 30, 1997, among CL&P Receivables
Corporation, The Connecticut Light and Power Company, Corporate Asset Funding
Company, Inc., Citibank, N.A., and Citicorp North America, Inc., as Agent.
Unless otherwise defined herein, terms used herein are used with the meanings
specified in the Agreement. This letter modifies certain terms of the
Agreement and the Fee Agreement executed and delivered in connection
therewith.
1. Clause (a) of the definition of "Commitment Termination Date" in Article
I of the Agreement is hereby amended by substituting "September 28, 1999" for
"September 29, 1998"; provided, that it shall be a condition precedent to the
effectiveness of this amendment that the Originator shall have filed an
application for the approval of the Connecticut Department of Public Utility
Control (the "PUC") described in paragraph 2 below.
2. Item 4 of the second paragraph (relating to the Liquidity Fee) and the
third paragraph of the Fee Agreement, dated as of September 30, 1997, are
hereby amended in their entirety to read as follows:
Second Paragraph - Item 4
The Seller shall pay to the Agent for the benefit of the Banks providing
Bank Commitments a Liquidity Fee on the aggregate Purchase Limit in effect
from time to time at the per annum rate of 0.375 percent.
Third Paragraph
All fees are payable in arrears on each Settlement Date during the term
of the Receivables Purchase Agreement until the later of the Facility
Termination Date or the date on which the Capital and Yield of all Receivable
Interests have been paid in full. The Seller shall pay such fees to the
Agent by deposit of the appropriate amounts in a special account (account
number 4063-6695) maintained with Citibank at its address specified on the
signature page to the Receivables Purchase Agreement.
Provided that such amendment shall only be effective at such time as the
approval of the PUC is obtained, at which point such amendment shall be
effective retroactive to September 29, 1998, with a payment to be made for
the difference between 0.375 percent and the period prior to approval. The
Seller agrees that it, or the Originator on its behalf, will uses its best
efforts to obtain the approval of the PUC, but that, in any event, failure to
obtain such approval by November 30, 1998 shall constitute an Event of
Termination.
Except as modified herein, the Agreement and all documents executed and
delivered thereunder shall continue in full force and effect. This letter
shall be governed by the laws of the State of New York.
Very truly yours,
CITICORP NORTH AMERICA, INC.,
as Agent
By:
Name: /s/Xxxxxx X. XxXxx
Title: Vice President
Agreed and accepted as of the date first above written:
CL&P RECEIVABLES CORPORATION
By:
Name: /s/Xxxxx Xxxxx
Title: Assistant Treasurer
THE CONNECTICUT LIGHT AND POWER COMPANY
By:
Name: /s/Xxxxx Xxxxx
Title: Assistant Treasurer
CORPORATE ASSET FUNDING, INC.
By: Citicorp North American, Inc.
as Attorney-in-Fact
By:
Name: /s/Xxxxxx X. XxXxx
Title: Vice President
CITIBANK, N.A.
By:
Name: /s/Xxxxxx X. XxXxx
Title: Attorney-in-Fact
