THE OTHER CREDIT DOCUMENTS AND THE
RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER AND THEREUNDER SHALL BE
CONSTRUED IN ACCORDANCE WITH AND BE GOVERNED BY THE LAW OF THE STATE OF NEW YORK
WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES (OTHER THAN SECTION 5-1401 OF THE
NEW YORK GENERAL OBLIGATIONS LAW). TO THE FULLEST EXTENT PERMITTED BY LAW, EACH
BORROWER HEREBY UNCONDITIONALLY AND IRREVOCABLY WAIVES ANY CLAIM TO ASSERT THAT
THE LAW OF ANY JURISDICTION OTHER THAN THE STATE OF NEW YORK GOVERNS THIS
AMENDMENT OR ANY OF THE OTHER CREDIT DOCUMENTS.
5.7
JURY TRIAL WAIVER. EACH OF THE PARTIES TO THIS AMENDMENT HEREBY
IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR
COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AMENDMENT OR ANY OF THE OTHER
CREDIT DOCUMENTS (INCLUDING, WITHOUT LIMITATION, ANY AMENDMENTS, WAIVERS OR
OTHER MODIFICATIONS RELATING TO ANY OF THE FOREGOING), OR THE TRANSACTIONS
CONTEMPLATED HEREBY OR THEREBY.
[Signature pages follow.]
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IN WITNESS WHEREOF, this Amendment has been duly executed and delivered as of
the date first above written.
CH ENERGY GROUP, INC.,
as Borrower
By:
/s/ Christopher M. Capone
Name: Christopher M. Capone
Title:
Executive VP and CFO
CENTRAL HUDSON ENTERPRISES CORPORATION,
as Borrower
By:
/s/ Christopher M. Capone
Name: Christopher M. Capone
Title: CFO
KEYBANK NATIONAL ASSOCIATION,
as the Administrative Agent and as a Lender
By:
/s/ Sherrie I. Manson
Name: Sherrie I. Manson
Title: Senior Vice President
JPMORGAN CHASE BANK, N.A.
By:
/s/ Paul Bilodeau
Name: Paul Bilodeau
Title: Underwriter II
BANK OF AMERICA, N.A.
By:
/s/ Karen D. Finnerty
Name: Karen D. Finnerty
Title: Vice President
HSBC BANK USA
By:
/s/ Marianne McGoldrick
Name: Marianne McGoldrick
Title: Vice President
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