October 6, 2005
Exhibit 10.2.a
October 6, 2005
Kansas City Power & Light Company
0000 Xxxxxx
Xxxxxx Xxxx, Xxxxxxxx 00000
Attn: Xxxxxxx X. Xxxxx, Treasurer
Re: First Amendment to Credit Agreement
Dear Ladies/Gentlemen:
Please refer to the Credit Agreement dated as of December 15, 2004 (the "Credit Agreement") among Kansas City Power & Light Company (the "Borrower"), various financial institutions and JPMorgan Chase Bank, N.A., as Administrative Agent. Capitalized terms used but not defined herein have the respective meanings set forth in the Credit Agreement.
At the request of the Borrower, the Required Lenders agree that (a) clause (xiv) of Section 6.12 of the Credit Agreement is deleted in its entirety and (b) the following new clauses (xiv) and (xv) are added to such Section 6.12 in proper numerical sequence:
(xiv) Liens on Property of the Borrower arising in connection with utility co-ownership, co-operating and similar agreements that are consistent with past practice or otherwise customary for the ownership and operation of Property for the utilities business.
(xv) Liens which would otherwise not be permitted by clauses (i) through (xiv) securing additional Indebtedness of the Borrower or a Significant Subsidiary; provided that after giving effect thereto the aggregate unpaid principal amount of Indebtedness (including Capitalized Lease Obligations) of the Borrower and its Significant Subsidiaries (including prepayment premiums and penalties) secured by Liens permitted by this clause (xv) shall not exceed the greater of (a) $35,000,000 and (b) 10% of Consolidated Tangible Net Worth.
This letter amendment may be executed in any number of counterparts and by the different parties on separate counterparts, and each such counterpart shall be deemed to be an original but all such counterparts shall together constitute one and the same letter amendment. This letter amendment shall become effective when the Administrative Agent has received (by facsimile or otherwise) counterparts hereof executed by the Borrower and the Required Lenders.
This letter amendment shall be construed in accordance with the internal laws (and not the law of conflicts) of the State of New York, but giving effect to Federal laws applicable to national banks.
The Borrower represents and warrants to the Administrative Agent and the Lenders, at the time of effectiveness hereof, that (a) the representations and warranties contained in Article V of the Credit Agreement are true and correct (except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct on and as of such earlier date) and (b) no Default or Unmatured Default exists.
Except as specifically set forth above, the Credit Agreement shall remain in full force and effect and is hereby ratified and confirmed in all respects. After the effectiveness hereof, all references in the Credit Agreement to "Agreement" or similar terms shall refer to the Credit Agreement as amended hereby.
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent and as a Lender
By: /s/Xxxx XxXxxxx
Title: Vice President
BANK OF AMERICA, N.A., as Syndication Agent
and as a Lender
By: /s/Xxxxxxxx X. Xxxxxxxxxx
Title: Senior Vice President
THE BANK OF TOKYO-MITSUBISHI, LTD., CHICAGO BRANCH, as Co-Documentation Agent and as a Lender
By: /s/Tsuguyuki Umene
Title: Deputy General Manager
WACHOVIA BANK, NATIONAL
ASSOCIATION, as Co-Documentation Agent
and as a Lender
By: /s/Xxxxxxx Xxxxxx
Xxxxxxx Xxxxxx
Title: Vice President
BNP PARIBAS, as Co-Documentation Agent
and as a Lender
By: /s/Xxxxxxx XxXxxxx
Xxxxxxx XxXxxxx
Title: Managing Director
By: /s/Xxxx Xxxxxx
Xxxx Xxxxxx
Title: Managing Director
THE BANK OF NEW YORK
By: /s/Xxxxxx Xxxxxxx
Xxxxxx Xxxxxxx
Title: Vice President
KEYBANK NATIONAL ASSOCIATION
By: /s/Xxxxx X. Xxxxx
Title: Vice President
THE BANK OF NOVA SCOTIA
By: /s/Xxxxx X. Xxxxxx
Xxxxx X. Xxxxxx
Title: Managing Director
U.S. BANK NATIONAL ASSOCIATION
By: /s/Xxxxxx Xxx
Title: Xxxxxx Xxx, Vice President
XXXXXXX XXXXX BANK USA
By: /s/Xxxxx Xxxxx
Title: Xxxxx Xxxxx, Director
XXXXXX XXXXXXX BANK
By: ________________________________
Title: ________________________________
MIZUHO CORPORATE BANK, LTD.
By: /s/Xxxxxxx Xxxxxxx
Title: Deputy General Manager
UMB BANK, N.A.
By: /s/Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
Title: Senior Vice President
PNC BANK, NATIONAL ASSOCIATION
By: /s/Xxxxxx X. Xxxxxxx
Title: Vice President
BANK MIDWEST, N.A.
By: /s/Xxxxx Xxxxx
Title: Vice President
UFJ BANK LIMITED
By: ________________________________
Title: ________________________________
Acknowledged and Agreed:
KANSAS CITY POWER & LIGHT COMPANY
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By: |
/s/Xxxxxxx X. Xxxxx |
