Exhibit 10.2
Execution Copy
$2,000,000,000
AMENDED AND RESTATED
CREDIT AGREEMENT
among
PACIFIC GAS AND ELECTRIC COMPANY,
as Borrower,
The Several Lenders from Time to Time Parties Hereto,
CITICORP NORTH AMERICA, INC.,
as Administrative Agent,
JPMORGAN CHASE BANK, N.A.,
as Syndication Agent,
and
BARCLAYS BANK Plc, BNP PARIBAS and DEUTSCHE BANK SECURITIES INC.
as Documentation Agents
Dated as of February 26, 2007
CITIGROUP GLOBAL MARKETS, INC.
and J.P. MORGAN SECURITIES INC.,
as Joint Lead Arrangers and
Joint Bookrunners
LOSANGELES 618833 v1 (2K)
TABLE OF CONTENTS
Page
SECTION 1. DEFINITIONS
1
1.1 Defined Terms
1
1.2 Other Definitional Provisions
16
SECTION 2. AMOUNT AND TERMS OF COMMITMENTS
17
2.1
Commitments
17
2.2
Procedure for Revolving Loan Borrowing
17
2.3
Commitment Increases.
18
2.4
Swingline Commitment
19
2.5
Procedure for Swingline Borrowing; Refunding of Swingline Loans
20
2.6
Facility Fees, Utilization Fees, etc
21
2.7
Termination or Reduction of Commitments; Extension of Termination
Date
22
2.8 Optional Prepayments
24
2.9
Conversion and Continuation Options
24
2.10
Limitations on Eurodollar Tranches
25
2.11
Interest Rates and Payment Dates
25
2.12
Computation of Interest and Fees
25
2.13
Inability to Determine Interest Rate
26
2.14
Pro Rata Treatment and Payments; Notes
26
2.15
Requirements of Law
27
2.16
Taxes
29
2.17
Indemnity
31
2.18
Change of Lending Office
31
2.19
Replacement of Lenders
31
SECTION 3.
LETTERS OF CREDIT
32
3.1
L/C Commitment
32
3.2
Procedure for Issuance of Letters of Credit
33
3.3
Fees and Other Charges.
33
3.4
L/C Participations.
33
3.5
Reimbursement Obligation