Execution Version
FIRST AMENDMENT TO CREDIT AGREEMENT
dated as of July 30, 2019
among
CHUGACH ELECTRIC ASSOCIATION, INC.,
The LENDERS Party Hereto,
NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION,
as Administrative Agent, Lead Arranger, Swingline Lender and Issuing Lender,
and
BANK OF AMERICA, N.A. and KEYBANK NATIONAL ASSOCIATION,
as Co-Syndication Agents,
______________
$300,000,000
______________
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FIRST AMENDMENT TO CREDIT AGREEMENT
This FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is made as of
July 30, 2019, by and among CHUGACH ELECTRIC ASSOCIATION, INC. (the "Borrower"),
each LENDER (as defined in the Credit Agreement (as defined below)), and
NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION, as a Lender, the
Issuing Lender, the Swingline Lender and the Administrative Agent for the
Lenders (in its capacity as the administrative agent for the Lenders, the
"Administrative Agent").
RECITALS
A.
Pursuant to that certain Credit Agreement, dated as of June 13, 2016, by
and among the Borrower, the Lenders party thereto, the Issuing Lender, the
Swingline Lender and the Administrative Agent (as amended or otherwise modified
prior to the date hereof, the "Credit Agreement"), the Lenders have made certain
funds available to the Borrower in accordance with the terms and conditions set
forth therein.
B.
The Borrower has requested an amendment to the Credit Agreement in the
manner and for the purposes set forth in this Amendment.
C.
The Administrative Agent and the Lenders party hereto are willing to agree
to such requests, subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises set forth above, the terms and
conditions contained in this Amendment, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereby agree as follows:
1.
Defined Terms.
Capitalized terms used but not otherwise defined in this
Amendment shall have the meanings that are set forth in the Credit Agreement.
Unless otherwise noted, all references to sections or section numbers are to
those of the Credit Agreement.
2.
Amendments to the Credit Agreement.
(a)
The "$150,000,000" set forth on the cover page to the Credit Agreement is
hereby amended to read "$300,000,000".
(b)
The introductory paragraph immediately preceding Article I is hereby
amended and restated in its entirety to read as follows:
The Borrower (as hereinafter defined) has requested that the Lenders (as
hereinafter defined), the Swingline Lender (as hereinafter defined) and the
Issuing Lenders (as hereinafter defined) make loans and extend credit to it in
an aggregate principal amount at any one time outstanding not exceeding the
aggregate amount of the Lenders' Commitments (as hereinafter defined), which can
be increased hereunder
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in accordance with Section 2.20, subject to the terms and conditions set forth
herein.
The Lenders, the Swingline Lender and the Issuing Lenders are prepared
to extend such credit upon the terms and conditions hereof, and, accordingly,
the parties hereto agree as follows:
(c)
The term "ABR Applicable Margin" set forth in Section 1.01 of the Credit
Agreement is hereby amended by replacing the column