Exhibit A
BHC COMPANY
TO
STATE STREET BANK AND TRUST COMPANY, SUCCESSOR TRUSTEE
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TWENTY-FIFTH SUPPLEMENTAL MORTGAGE
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Dated as of December 1, 1998
Securing First Mortgage Bonds, Amending
First Mortgage 6 7/8 % Bonds Series R due November 1, 1998
and Providing for Releases of Property
TABLE OF CONTENTS
(Not Part of Supplemental Mortgage)
Page
Date and Parties
Recitals
Granting Clauses
Habendum
Declaration of Trusts
ARTICLE FIRST - Amendment of Series R Bonds . . . . . . 10
Section 1. Maturity Date . . . . . . . . . . . . . . 10
Section 2. Redemption of Series B Bonds . . . . . . . 11
ARTICLE SECOND - Release of Property . . . . . . . . . . 12
Section 1. Out of State Property . . . . . . . . . . 12
Section 2. Releases . . . . . . . . . . . . . . . . . 12
ARTICLE THIRD - Particular Covenants of the Company . . . 13
Section 1. . . . . . . . . . . . . . . . . . . . . 13
Section 2. . . . . . . . . . . . . . . . . . . . . 14
ARTICLE FOURTH - Miscellaneous Provisions . . . . . . . . 14
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THIS INDENTURE dated as of the 1st day of December, 1998,
between BHC Company (formerly called BRIDGEPORT HYDRAULIC
COMPANY), a consolidated corporation chartered by the General
Assembly of the State of Connecticut by Special Act approved
May 5, 1927, and having its principal place of business in
Bridgeport, Fairfield County, Connecticut (hereinafter called
the "Company"), party of the first part (being the successor
corporation to THE BRIDGEPORT HYDRAULIC COMPANY), and STATE
STREET BANK AND TRUST COMPANY, a corporation organized and
existing under the laws of the Commonwealth of Massachusetts
and having its principal office and place of business in said
Boston, Massachusetts (hereinafter called the "Trustee"),
party of the second part (being the successor corporation to
Citytrust, The Bridgeport Trust Company, The Bridgeport-City
Trust Company, City Trust Company and City National Bank of
Connecticut);
W I T N E S S E T H:
WHEREAS, said The Bridgeport Hydraulic Company
(predecessor to the Company) duly executed a certain First
Mortgage to said The Bridgeport Trust Company (predecessor to
the Trustee), as of the first day of June, 1924, and recorded
among other towns in Volume 525, pages 1 to 86, both
inclusive, of the Land Records of said Bridgeport (hereinafter
sometimes called the "Original Mortgage", and as heretofore
supplemented, modified and confirmed by all indentures
supplemented thereto, hereinafter sometimes called the "First
Mortgage"); and
WHEREAS, twenty-four indentures (hereinafter collectively
sometimes called the "preceding Supplemental Indentures")
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supplemental to or in modification of the Original Mortgage
have been duly executed, delivered and recorded; and
WHEREAS, in Section 2 of Article Twelfth of the Original
Mortgage it is provided, among other things, that the holders
of seventy-five percent (75%) in aggregate principal amount of
bonds outstanding under the Indenture may assent to and
authorize any modification of any of the provisions of the
First Mortgage proposed by the Company; and
WHEREAS, the execution and delivery of this Supplemental
Indenture has been in all respects duly and validly
authorized;
NOW, THEREFORE, THIS SUPPLEMENTAL MORTGAGE WITNESSETH
that, pursuant to and in execution of the powers, authorities
and obligations conferred, imposed and reserved in the First
Mortgage, and of every other power, authority and obligation
thereto appertaining or enabling, the Company, for and in
consideration of the premises and of the sum of One Dollar
($1.00) to it in hand paid by the Trustee, the receipt whereof
is hereby acknowledged, and of other valuable consideration,
in order further to secure payment of the principal and
interest of all bonds now and at any time issued and
outstanding under the First Mortgage and hereunder according
to their tenor, purport and effect, and the faithful, due and
punctual performance and observance of all the covenants and
conditions therein and herein contained, does hereby confirm
the grant, bargain, sale, assignment, mortgage, pledge,
transfer, setting over, alienation, enfeoffment, release,
conveyance and confirmation of the property set forth and
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described or intended so to be in the Original Mortgage and in
the preceding Supplemental Indentures, as modified, and has
granted, bargained, sold, assigned, mortgaged, pledged,
transferred, set over, aliened, enfeoffed, released, conveyed
and confirmed, and by these presents does grant, bargain,
sell, assign, mortgage, pledge, transfer, set over, alien,
enfeoff, release, convey and confirm unto The State Street
Bank and Trust Company, as Trustee, and its successor or
successors in the trusts created by the First Mortgage and
hereby created and confirmed, and its and their assigns, all
and singular its property, rights, privileges and franchises,
located in the towns of Beacon Falls, Bethel, Bridgeport,
Canaan, Cornwall, Danbury, Darien, Easton, Fairfield, Goshen,
Kent, Litchfield, Monroe, New Canaan, New Fairfield, Newtown,
Norfolk, North Canaan, Norwalk, Oxford, ▇▇▇▇▇▇▇, Ridgefield,
Salisbury, Seymour, Shelton, Sherman, Southbury, Stamford,
Stratford, Torrington, Trumbull, Weston, Westport, Wilton and
Woodbridge, in the State of Connecticut; hereby making
reference (but without limiting the generality of the
foregoing) for a more particular description of said property
and rights, to the Original Mortgage and the preceding
Supplemental Indentures (except such properties or interests
therein as are specifically excepted therein or herein) and
similarly including all other property, real, personal and
mixed, located in any of said towns or elsewhere in said
Fairfield County, said Litchfield County or said New Haven
County and all rights, privileges and franchises, however
acquired, and whether now owned or hereafter acquired by the
Company (subject, in respect of property of any subsequent
successor to the Company, to the provisions of Section 3 of
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Article Sixth of the First Mortgage, and except such
properties or interests therein as are specifically excepted).
THERE IS EXCEPTED FROM THE LIEN AND OPERATION OF THIS
SUPPLEMENTAL MORTGAGE ALL THE PROPERTY DESCRIBED IN THE
INSTRUMENTS LISTED IN THE SCHEDULES IN THE ORIGINAL MORTGAGE
ON THE PRINTED PAGES 37 TO 39, INCLUSIVE, COMMENCING WITH THE
PROPERTY LISTED UNDER THE HEADING "EASTON" AND EXTENDING TO
THE END OF THE PROPERTY LISTED UNDER THE HEADING "TOWN OF
FAIRFIELD" AND THERE IS ALSO EXCEPTED FROM THE LIEN AND
OPERATION OF THIS SUPPLEMENTAL MORTGAGE ALL PROPERTY OR
INTERESTS THEREIN SOLD OR OTHERWISE DISPOSED OF BY THE
BRIDGEPORT HYDRAULIC COMPANY OR BY BRIDGEPORT HYDRAULIC
COMPANY IN ACCORDANCE WITH THE TERMS AND PROVISIONS OF THE
FIRST MORTGAGE, OR SOLD OR DISPOSED OF BY ANY COMPANIES MERGED
WITH OR CONSOLIDATED INTO BHC COMPANY PRIOR TO THEIR MERGER OR
CONSOLIDATION INTO THE COMPANY.
The Company s property above described is subject also to
a grant by the Company to The Connecticut Light and Power
Company for the construction, operation and maintenance of
towers, poles and lines for the transmission of electricity,
the same being recorded in the land records of Bridgeport,
Volume 520, pages 487-496, Fairfield, Volume 114, pages 614-
618, and Easton, Volume 14, pages 233-239, and to a grant by
the Company to Northeastern Gas Transmission Company for the
construction, operation and maintenance of a pipeline for the
transmission of natural gas, the same being recorded in the
land records of Fairfield, Volume 270, pages 372-375, and
Shelton, Volume 125, pages 493-495.
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Also similarly including in the mortgage, conveyance and
assignment of these presents all the right, title and interest
of the Company in the water transmission and distribution and
other mains and pipes and other equipment laid in the towns of
Beacon Falls, Bethel, Bridgeport, Canaan, Cornwall, Danbury,
Darien, Easton, Fairfield, Goshen, Kent, Litchfield, Monroe,
New Canaan, New Fairfield, Newtown, Norfolk, North Canaan,
Norwalk, Oxford, Redding, Ridgefield, Salisbury, Seymour,
Shelton, Sherman, Southbury, Stamford, Stratford, Torrington,
Trumbull, Weston, Westport, Wilton and Woodbridge, in the
State of Connecticut, including all such mains and pipes shown
on a certain map marked "Exhibit A, Revised to April, 1980,
mentioned in Twenty-Third Supplemental Mortgage," which map is
on file in the offices at Bridgeport of the Company and of the
Trustee and open to inspection and examination by any party
concerned with these presents, together with all its right,
title and interest in and to the service pipes, hydrants,
meters, valves and other appliances and apparatus physically
connected with said mains or pipes or now in use in connection
therewith, whether in the highways of the above-named towns or
on private property.
Also all machinery, engines, boilers, implements, motor
vehicles, tools, equipment, furniture, office fixtures and
machines, and other personal property situated and used in and
about the plant of the Company in the various towns above-
named in which its real estate and other property hereby
mortgaged are situated, including any and all after-acquired
property forming a part of the establishment of the Company
and connected with or situated and used therein, and also any
and all after-acquired, substituted machinery or personal
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property of like nature to the property included in the First
Mortgage and herein.
Also all the other property, real, personal or mixed, and
all rights and franchises, now owned or which may hereafter be
acquired by the Company.
Provided, however, that there are excepted from the
property and property rights by the First Mortgage and by this
Supplemental Mortgage granted, bargained, sold, assigned,
mortgaged, pledged, transferred, set over, aliened, enfeoffed,
released, conveyed and confirmed:
(i) all properties or interests therein heretofore
released by the Trustee or sold or disposed of in whole
or in part as permitted by the provisions of the First
Mortgage;
(ii) the last day of the term of each leasehold
estate (oral or written or any agreement therefor)
enjoyed by the Company at the time of the execution of
the Original Mortgage, of the preceding Supplemental
Indentures or of this Supplemental Mortgage, or
hereafter, and whether falling within a general or
particular description of property therein or herein;
(iii) all of the following properties and rights,
whether owned at the time of the execution of the
Original Mortgage, of the preceding Supplemental
Indentures or of this Supplemental Mortgage or hereafter
acquired by the Company, unless specifically required to
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be delivered or paid to and held by the Trustee pursuant
to some provision of the Original Mortgage, of this
Supplemental Mortgage or of some other indenture
supplemental to the Original Mortgage:
(a) all shares of stock, bonds, notes, evidences of
indebtedness and other securities,
(b) cash on hand and in banks,
(c) all claims, bills, notes and accounts
receivable, contracts, choses in action and judgments
(other than choses in action and judgments for the
recovery of real property or establishing a lien, charge
or right therein),
(d) any stock of goods, wares and merchandise,
equipment and supplies acquired for the purpose of
consumption (otherwise than by ordinary wear and tear) in
the operation, construction, maintenance or repair of any
of the properties of the Company, other than goods, wares
and merchandise, equipment and supplies acquired for the
purpose of consumption in connection with the
construction of the Facility,
(e) ice, gravel, rock, sand, hay, grain, crops,
fruits and other products, other than such as are
acquired for the purpose of incorporation in the
Facility;
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provided, however, that if and so long as the Trustee after an
event of default shall have entered upon and remain in
possession of the mortgaged property, or if a receiver,
trustee or other official shall be designated by a court
having jurisdiction to have, and so long as any such official
shall have, possession, custody or control of the mortgaged
property, then the property and rights expressly excepted by
this subclause (iii) from the lien and operation of the First
Mortgage and this Supplemental Mortgage shall (to the extent
permitted by law) cease to be so excepted, and the Trustee or
such officials, as the case may be, may (to the extent
permitted by law) take possession of any and all of the
property described in this subclause (iii) then on hand,
subject to any lien thereon then existing, and possess, use
and administer the same to the same extent as if such property
were part of the property hereby mortgaged, unless and until
possession of the property hereby mortgaged shall be restored,
subject to any liens then existing thereon, to the Company,
its successors or assigns; and upon the taking of such
possession, until such possession shall be restored as
aforesaid, the First Mortgage and this Supplemental Mortgage
shall (to the extent permitted by law) become and be a lien
upon all of the property and rights specified in this
subclause (iii) as to which the Trustee or such official shall
take possession.
It is the intention and it is hereby agreed that all
property of the kind hereinbefore described and acquired by
the Company after the date hereof (but not including any
property of the character above excepted and excluded) shall,
except as otherwise provided herein, be as fully embraced
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within the provisions of the First Mortgage and of this
Supplemental Mortgage, and subject to the lien thereby and
hereby created, as if all of said property had been in
existence and owned by said The Bridgeport Hydraulic Company
at the time of the execution of, and had been specifically
described in and conveyed by, the Original Mortgage, and as if
all of said property were now in existence and owned by the
Company and were specifically described herein and conveyed
hereby.
TO HAVE AND TO HOLD all and singular the property,
rights, privileges and franchises hereby granted or mentioned
or intended so to be, together with all and singular the
reversions, remainders, rents, revenues, incomes, issues and
profits, privileges and appurtenances, now or hereafter
belonging or in anywise appertaining thereto, unto the Trustee
and its successors in the trust created by the First Mortgage
and hereby, and its and their assigns, forever.
BUT IN TRUST, NEVERTHELESS, for the equal and
proportionate benefit and security of all present and future
holders of the bonds and coupons issued and to be issued under
and secured by the First Mortgage, this Supplemental Mortgage
and by all indentures supplemental thereto or hereto (except
the holders of the bonds designated Series A through Series Q
and Series S, T and U) and to secure the payment of such bonds
(except bonds of Series A through Series Q and Series S, T and
U) and the interest thereon when payable in accordance with
the provisions thereof or hereof, and to secure the
performance of and compliance with the covenants and
conditions of the First Mortgage, of this Supplemental
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Mortgage and of all indentures supplemental thereto and
hereto, without preference, priority or distinction, except as
provided in Section 1 of Article Eighth of the Original
Mortgage, as to lien or otherwise of any one bond over any
other bond by reason of priority in the issue or negotiation
thereof, and under and subject in all respects to the terms,
conditions, provisions, covenants, reservations, rights,
powers, privileges, immunities, duties and obligations in
favor of or resting upon the Trustee, as well as those in
favor of or resting upon the Company, set forth in the First
Mortgage and herein, with the same force and effect for all
intents and purposes as if all of said property, rights,
privileges and franchises had been in existence and owned by
said The Bridgeport Hydraulic Company at the time of the
execution of, and had been specifically included in, the
Original Mortgage and specifically mortgaged, conveyed,
assigned and transferred therein and thereby, and as if all of
the bonds had been issued, sold and delivered for value
simultaneously with the execution and delivery of the Original
Mortgage.
In addition to and in confirmation of the covenants,
agreements, conditions and provisions of the First Mortgage,
insofar as the same are applicable, it is hereby further
covenanted, declared and agreed, upon the trusts and for the
purposes aforesaid, as set forth in the following further
conditions, covenants, agreements and provisions, to wit:
ARTICLE FIRST
Amendment of Series R Bonds
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Section 1. Maturity Date. The series of bonds entitled
"First Mortgage Bonds, Series R" (herein sometimes referred to
as "Series R bonds" or "bonds of Series R"), limited in
aggregate principal amount to Five Million Dollars
($5,000,000) shall be issuable only in the form of registered
bonds without coupons of the denomination of $1,000 and
multiples thereof.
All Series R bonds as amended shall mature November 1,
2028 and shall bear interest at the rate of six and seven
eighths per cent (6 7/8%) per annum from their respective
dates, such interest to be payable semi-annually on May 1 and
November 1 in each year. Both the principal of and interest
on bonds of Series R shall be payable either (i) at the main
office of The State Street Bank and Trust Company, or at the
main office of its successor in the trusts created by First
Mortgage; or (ii) directly to the holder or holders of the
Series R Bonds.
The texts of the bonds of Series R and the Trustee s
certificate with respect to the Series R bonds shall be
respectively substantially of the tenor and purport set forth
in the Twentieth Supplemental Indenture, except as necessarily
modified by this Twenty-Fourth Supplemental Indenture.
Section 2. Redemption of Series B Bonds. The
Improvement Fund for the Series R Bonds is hereby eliminated.
At the option of the Company and upon notice given as provided
in Section 1 of Article Fourth of the Original Mortgage, the
bonds of Series R shall be redeemable in whole or, from time
to time, in part, at any time at the principal amount thereof
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and interest accrued to the date fixed for redemption, without
premium.
Except to the extent that other provision is made in this
Article, any redemption or purchase of bonds of Series R shall
be made in the manner, subject to the requirements, and with
the effects specified in Article Fourth of the Original
Mortgage.
ARTICLE SECOND
Release of Property
Section 1. Out-of-State Property. Effective upon
execution of this Twenty-Fifth Supplemental Indenture and
notwithstanding any contrary provision of the Original
Mortgage or of the First Mortgage, all property of the Company
located outside the State of Connecticut is hereby released
and discharged from the lien of the First Mortgage; and the
Trustee shall, upon request of the Company and without the
necessity of complying with any provisions of the First
Mortgage or any other requirement, from time to time execute
such instruments of disclaimer, release, quitclaim, waiver,
consent or confirmation as may be appropriate to evidence the
release of all or any portion of said out-of-state property
from the lien of the First Mortgage.
Section 2. Releases. Effective upon execution of this
Twenty-Fifth Supplemental Indenture and notwithstanding any
contrary provision of the Original Mortgage or of the First
Mortgage, the Company, with the written consent of the holders
of at least 80% of the bonds outstanding under the First
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Mortgage, may, at any time and from time to time, obtain the
release from the lien of the First Mortgage of any part of
mortgaged property without the necessity of complying with any
provisions of the First Mortgage or of any other requirement
other than this Section 2 of Article Second of this Twenty-
Fifth Supplemental Indenture. Upon receipt by the Trustee of
(i) a written request of the Company specifying the property
to be so released; and (ii) a consent to such release executed
by the holder or holders of at least 80% of the bonds then
outstanding under the First Mortgage, the Trustee shall
execute said instruments of disclaimer, release, quitclaim,
waiver, consent or confirmation as may be appropriate to
evidence the release of such property from the lien of the
First Mortgage.
ARTICLE THIRD
Particular Covenants of the Company
Section 1. The Company covenants and agrees that,
subject to the encumbrances, reservations, easements, estates
for life and limitations expressly set forth in the granting
clauses of the Original Mortgage and the preceding
Supplemental Indentures, as modified, and of this Supplemental
Mortgage or indicated in the column headed "Remarks" in the
schedules of the real estate or parcels of real estate set
forth in said granting clauses, the Company has good title to
and is possessed of the lands and other property described in
such granting clauses and in and to the lands and other
property mortgaged by this Supplemental Mortgage and thereby
and hereby granted, and the Company will warrant and defend,
except as above stated, the aforesaid title to said lands and
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other property as well as to any lands and other property
hereafter made subject to the lien of the First Mortgage or
hereof, or of any indenture supplemental thereto or hereto, to
the Trustee, its successors in the trust and its and their
assigns, for the benefit of the holders of bonds issued and to
be issued under the First Mortgage or any indenture
supplemental thereto, against claims and demands of all
persons whomsoever; subject, however, insofar as affected
thereby in the case of any such lands and other property
hereafter subjected to the lien of the First Mortgage or of
any indenture supplemental thereto, to the liens and
encumbrances thereon, if any, at the time they shall become
subject thereto.
Section 2. Except as so amended by Articles First and
Second hereof, the Company hereby expressly ratifies, adopts,
renews, confirms and continues in full force and effect,
without limitation, each and every covenant, agreement,
condition and provision contained in the First Mortgage.
ARTICLE FOURTH
Miscellaneous Provisions
The Trustee shall be entitled to, may exercise and shall
be protected by, where and to the full extent that the same
are applicable, all the rights, powers, privileges, immunities
and exemptions provided in the First Mortgage, as if the
provisions concerning the same were incorporated herein at
length. The Trustee under the First Mortgage shall ex officio
be Trustee hereunder. The remedies and provisions of the
First Mortgage applicable in case of any default by the
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Company thereunder are hereby adopted and made applicable in
case of any default with respect to the properties included
herein, and, without limitation of the generality of the
foregoing, there are hereby conferred upon the Trustee the
same powers of sale and other powers over the properties
described herein as are expressed to be conferred by the First
Mortgage.
The recitals in this Supplemental Mortgage shall be taken
as recitals by the Company alone, and shall not be considered
as made by or as imposing any obligation or liability upon the
Trustee, nor shall the Trustee be held responsible for the
legality or validity of this Supplemental Mortgage, and the
Trustee makes no covenants or representations, and shall not
be responsible, as to or for the effect, authorization,
execution, delivery or recording of this Supplemental
Mortgage, except as expressly set forth in the First Mortgage.
The Trustee shall not be taken impliedly to waive by this
Supplemental Mortgage any right it would otherwise have. As
provided in the First Mortgage, this Supplemental Mortgage
shall hereafter form a part of the First Mortgage.
This Supplemental Mortgage shall become void when the
First Mortgage shall be void.
Except as amended by Articles First and Second hereof,
this Supplemental Mortgage is expressly made subject to all
the conditions, covenants and provisions of the First
Mortgage.
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The cover of this Supplemental Mortgage and all article
headings, and the table of contents and marginal notes, if
any, are inserted for convenience of reference only, and are
not to be taken to be any part of this Supplemental Mortgage
or to control or affect the meaning, construction or effect of
the same.
This Supplemental Mortgage may be executed in any number
of counterparts, each of which shall be and shall be taken to
be an original and all collectively but one instrument.
IN WITNESS WHEREOF the Company has caused these presents
to be executed by its President or a Vice-President and its
corporate seal to be hereunto affixed, duly attested by its
Secretary or an Assistant Secretary, and the Trustee has
caused these presents to be executed by its President or by
one of its Vice Presidents, and its corporate seal to be
hereunto affixed, duly attested by its Secretary, an Assistant
Secretary or a Trust Officer, as of the day and year first
above written.
Signed, Sealed and delivered
in the presence of:
__________________________________ BHC COMPANY
__________________________________
By_________________________________
Name:
Title:
(Corporate Seal)
Attest:
_________________________________Secretary
__________________________________ STATE STREET BANK AND
TRUST COMPANY
__________________________________
By________________________________ Name:
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Title:
(Corporate Seal)
Attest:
_________________________________
Trust Officer
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STATE OF CONNECTICUT )
) ss: BRIDGEPORT
COUNTY OF FAIRFIELD )
On this the ______ day of December, 1998, before me,
________________________, the undersigned officer, personally
appeared _________________________, Vice President, and
_______________________, Secretary, who acknowledged
themselves to be Vice President and Secretary of BHC Company,
a corporation, and that they, as such Vice President and
Secretary, being authorized so to do, executed the foregoing
instrument for the purposes therein contained by signing the
name of the corporation by themselves as Vice President and
Secretary.
IN WITNESS WHEREOF, I have hereunto set my hand and
official seal.
____________________________________
Notary Public
(Notarial Seal)
My Commission
Expires:_______________
-▇▇-
▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇▇ )
) ss: HARTFORD
COUNTY OF HARTFORD )
On this the ______ day of December, 1998, before me,
_________________________, the undersigned officer, personally
appeared _________________________, Vice President, and
_______________________, Trust Officer, who acknowledged
themselves to be Vice President and Trust Officer of State
Street Bank and Trust Company, a corporation, and that they,
as such Vice President and Trust Officer, being authorized so
to do, executed the foregoing instrument for the purposes
therein contained by signing the name of the corporation by
themselves as Vice President and Trust Officer.
IN WITNESS WHEREOF, I have hereunto set my hand and
official seal.
__________________________________
Notary Public
(Notarial Seal)
My Commission
Expires:______________
BONDHOLDER CONSENT
The undersigned, AQUARION COMPANY, a Delaware
corporation, as owner of all of the outstanding bonds of BHC
Company issued under and pursuant to the First Mortgage
executed by the Bridgeport Hydraulic Company (predecessor to
BHC Company) and The Bridgeport Trust Company (predecessor to
The State Street Bank and Trust Company as Trustee) dated as
of June 4, 1924, as supplemented by 24 indentures supplemental
to or in modification of the original mortgage, hereby
consents to the execution by BHC Company and The State Street
Bank and Trust Company, as successor Trustee, of a Twenty-
Fifth Supplemental Indenture dated as of November 1, 1998 in
substantially the form attached hereto as Exhibit A. As the
sole holder of bonds issued under said First Mortgage, as
supplemented, the undersigned hereby consents to the amendment
of the terms of the Series R bonds and the implementation of
the release provisions, all as reflected in said Twenty-Fifth
Supplemental Indenture.
IN WITNESS WHEREOF, the undersigned has caused this
Consent to be executed by its President or Vice President and
its corporate seal to be hereunto affixed and duly attested by
its Secretary or an Assistant Secretary, as of this ___ day of
November, 1998.
AQUARION COMPANY
By_______________________________
Name:
Title:
(Corporate Seal)
ATTEST ___________________________
Secretary
COMMONWEALTH OF CONNECTICUT )
) ss: BRIDGEPORT
COUNTY OF FAIRFIELD )
On this ____ day of December, 1998, before me
______________________________, the undersigned officer,
personally appeared __________________________, Vice
President, and _______________________, Secretary, who
acknowledge themselves to be Vice President and Secretary of
AQUARION COMPANY, a corporation, and that they, as such Vice
President and Secretary, being authorized so to do, executed
the foregoing instrument for the purposes therein contained by
signed the name of the Corporation by themselves as Vice
President and Secretary.
IN WITNESS WHEREOF, I have hereunto set my hand and
official seal.
___________________________________
(Notary Public)
(Notarial Seal)
My Commission Expires:
______________
HART01-229649-1
10309-11230
March 18, 1999 3:24 pm