CHANGE IN TERM AGREEMENT Community Bank N.A. 331 West Pulteney Street Corning, New York 14830 LOAN NUMBER ORIGINAL PRINCIPAL CURRENT PRINCIPAL ORIGINAL AGREEMENT BALANCE BALANCE AGREEMENT DATE CHANGE DATEC-07-07-035695 $1,900,000.00 $1,076,658.00 August 4, 2005 October 22, 2007

EX-10.3 4 l30780aexv10w3.htm EX-10.3 EX-10.3

Exhibit 10.3


CHANGE IN TERM AGREEMENT				Community Bank N.A.
				331 West Pulteney Street
				Corning, New York 14830


LOAN NUMBER	ORIGINAL PRINCIPAL	CURRENT PRINCIPAL	ORIGINAL	AGREEMENT
	BALANCE	BALANCE	AGREEMENT DATE	CHANGE DATE
C-07-07-035695	$1,900,000.00	$1,076,658.00	August 4, 2005	October 22, 2007

DESCRIPTION OF EXISTING DEBT (“Existing Debt”)

Term Loan dated August 4, 2005 in the amount of $1,900,000.00, modified to a Demand Loan on Nov. 28, 2005.

BORROWER INFORMATION

Corning Natural Gas Corporation
330 William Street, P.O. Box 58
Corning, NY ###-###-####

BORROWER. The term “Borrower” means each party identified above.

LENDER. The term “Lender” means Community Bank N.A. whose address is 331 West Pulteney Street, Corning, New York 14830, its successors and assigns.

TERM AND PROVISIONS. In consideration of the promises contained in this Agreement and in the instruments evidencing the Existing Debt, and of other good and valuable consideration, the sufficiency of which is acknowledged by the execution of this Agreement, Borrower agrees to the following provisions:

	1.		The instrument evidencing the Existing Debt is modified and supplemented as follows:

			Interest Rate will be changed to the 30-day Libor Rate plus 1.85% as published in the Wall Street Journal from the Prime Rate minus .50% as published in the Wall Street Journal effective October 22, 2007.

			The Demand feature of this note will be removed and the original maturity date of August 4, 2010 will be reinstated.

	2.		Ratification and Continued Validity. Except for the terms expressly modified by this Agreement, by signing this Agreement Borrower acknowledges that Borrower is still bound by the terms of the instruments and prior modifications, extensions, and supplements evidencing the Existing Debt as if they were fully set forth and repeated in this Agreement and that those terms will continue to bind Borrower as provided in this Agreement and those instruments. Lender’s consent to this Agreement does not waive the right to strictly enforce Lender’s rights under this Agreement or the instruments evidencing the Existing Debt. Lender’s consent to this Agreement does not mean that Lender must enter into another agreement like this one in the future. Lender and Borrower intend that this Agreement does not replace the Existing Debt but restates it as modified.

	3.		Others Responsible for the Debt. Lender and Borrower intend that everyone else who is liable for the Existing Debt, including, without limitation, cosigners, guarantors and coborrowers, are not relieved of any obligation except as expressly relived in this Agreement or other writing. Borrower agrees that the liability of each person who signed the instruments evidencing the Existing Debt, whether primary or secondary, continues in full force and effect, even if that person does not sign this Agreement. This promise applies not only to this Agreement but also to any extension, modification, or other agreement Borrower makes with Lender that represents a debt which includes cosigners, guarantors, coborrowers, and others having similar liability. Borrower understands that this Agreement is contingent on the continued liability of each person who signed the documents evidencing the Existing Debt, whether or not that person signs this Agreement.

	4.		Pronouns and Gender. In this Agreement, whenever the circumstances or the context so requires, the singular shall be construed as the plural, and the masculine shall be construed as the feminine and/or the neuter and vice versa.



© 2004-2006 Copyright Compliance Systems, Inc. 8B92-115D — 2006.09.56		www.compliancesystems.com
Change in Terms Agreement — DL6006		800 ###-###-#### — Fax ###-###-####

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Miscellaneous Terms. Borrower agrees that if Lender delays or forgoes enforcing Lender’s rights under this Agreement in any particular instance, Lender retains the right to strictly enforce the same provision in any such instance, or later in the same instance. Every person signing this Agreement waives, to the extent allowed by law, presentment, demand, protest, and notice of dishonor. Every person signing this Agreement agrees that Lender may renew, extend, supplement, or otherwise modify the debt represented by this Agreement and the documents evidencing the Existing Debt without the permission of any other person who is liable, and such modification will not release or reduce the liability of any party, even if that party does not sign this Agreement.

ORAL AGREEMENT DISCLAIMER. This Agreement represents the final agreement between the parties and may not be contradicted by evidence of prior, contemporaneous or subsequent oral agreements of the parties. There are no unwritten oral agreements between the parties.

By signing this Change in Terms Agreement, each Borrower acknowledges reading, understanding, and agreeing to all its provisions, and receiving a copy.


Corning Natural Gas Corporation

/s/ Michael German		October 31, 2007

By: Michael German		Date
Its: CEO & President

By signing this Change in Terms Agreement, each Borrower acknowledges reading, understanding, and agreeing to all its provisions.


Community Bank N.A

/s/ Thomas Beers		October 22, 2007

By: Thomas Beers		Date
Its: Commercial Loan Officer/Vice President



© 2004-2006 Copyright Compliance Systems, Inc. 8B92-115D — 2006.09.56		www.compliancesystems.com
Change in Terms Agreement — DL6006		800 ###-###-#### — Fax ###-###-####

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