FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT
THIS FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT (this Amendment) is made and entered into as of November 2, 2020, among ONCOR ELECTRIC DELIVERY COMPANY LLC, a Delaware limited liability company (the Borrower), JPMORGAN CHASE BANK, N.A. (JPMorgan Chase), as administrative agent for the Lenders (in such capacity, the Agent), JPMorgan Chase, as swingline lender (in such capacity, the Swingline Lender), the Fronting Banks that have issued letters of credit issued under the Existing Credit Agreement (as defined below) and the other financial institutions party hereto (together with the Agent in its capacity as a lender and the Swingline Lender, collectively, the Lenders and each, individually, a Lender, and together with the Fronting Banks, collectively, the Credit Parties and each, individually, a Credit Party).
W I T N E S S E T H:
WHEREAS, the Borrower, the Agent and the other Credit Parties are parties to that certain Revolving Credit Agreement, dated as of November 17, 2017 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the Existing Credit Agreement), pursuant to which the Lenders committed to make certain loans, and the Fronting Banks committed to issue certain letters of credit, to the Borrower upon the terms and conditions set forth therein; and
WHEREAS, the Borrower, the Agent and the other Credit Parties desire to modify the Existing Credit Agreement in accordance with and subject to the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the premises, the covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Borrower, the Agent and the other Credit Parties do hereby agree as follows:
1. Amendments to the Credit Agreement. Subject to satisfaction of the conditions precedent set forth in Section 2 of this Amendment,
(a) the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example:
stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in Annex A attached hereto (the Existing Credit Agreement, as amended pursuant to this Amendment and as set forth in Annex A, the Credit Agreement; capitalized terms used herein and not otherwise defined herein shall have the meanings given such terms in the Credit Agreement); and
(b) the Schedules to the Existing Credit Agreement are hereby amended by replacing Schedule 2.01 thereto in its entirety with the form of Schedule 2.01 attached hereto.
(c) The parties hereto acknowledge and agree that upon effectiveness of this Amendment, the Commitments are redistributed in accordance with Schedule 2.01 hereof without need for further assignment documentation (and without the payment of any related assignment fee), and the outstanding amount of the Loans and participations in Letters of Credit or Swingline Loans (the Outstanding Loans and Participations) shall be reallocated in accordance with such Commitments. On the Effective Date (as defined below), the Borrower and the Lenders shall make full cash settlement with one another with respect to the Outstanding Loans and Participations and Commitments, either directly or through the Agent, as the Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments, such that after giving effect to such settlements the Commitments of each Lender as of the date hereof shall be as set forth on Schedule 2.01 attached hereto.