Exhibit 99.8
EXECUTION COPY
LETTER AMENDMENT
TO AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT
June 29, 2007
Reference is made to the Amended and Restated Management Services
Agreement, dated as of January 1, 2006, between Long Island Lighting Company
d/b/a LIPA ("LIPA"), a wholly-owned subsidiary of the Long Island Power
Authority (the "Authority"), and KeySpan Electric Services LLC as heretofore
amended (the "Amended MSA"). Capitalized terms used herein shall have the
meaning given to them in the Amended MSA unless otherwise defined herein.
In June 2007, KeySpan Corporation ("KeySpan") received a Civil
Investigative Demand ("CID") from the United States Department of Justice
("DOJ"). The CID directs KeySpan to provide the DOJ with certain information
regarding the DOJ's investigation into competitive issues in the New York City
electric capacity market.
In light of the foregoing and the Authority's obligation to insure that its
vendors conduct their business in a responsible manner, the parties hereby agree
as follows:
1. Section 7.2(A)(1) of the Amended MSA is hereby amended by adding the
following paragraph (g) thereto as an additional Event of Default By The
Manager:
(g) United States Department of Justice Civil Investigative Demand No.
24680. With respect to the investigation referenced in Civil Investigative
Demand No. 24680 from the United States Department of Justice ("DOJ") or any
criminal or grand jury proceeding related thereto or arising therefrom (i) the
entry of a final, non-appealable judgment, order or decree by a court of
competent jurisdiction or (ii) the entering into of a final consent decree with
the DOJ, in either case (x) finding or determining that Guarantor or any of its
affiliates has violated Sections 1 or 2 of the Sherman Act and (y) pursuant to
which Guarantor or any of its affiliates has been assessed or has agreed to be
assessed a monetary or criminal penalty or sanction or is the subject of
injunctive or similar relief.
2. Section 7.4(A) of the Amended MSA is hereby amended by adding "or clause
(g)" in the fourth line thereof after "clause (f)".
3. Miscellaneous.
a. Except as amended hereby, the Amended MSA shall remain unchanged.
b. This Letter Amendment shall be governed by, and construed in
accordance with, the Laws of the State of New York (without
giving effect to conflict of law principles) including, without
limitation, as to validity, interpretation and effect.
c. This Letter Amendment may be executed in two or more counterparts
which together shall constitute a single agreement.
d. This Letter Amendment shall become effective upon the Effective
Date of the Amended and Restated Management Services Agreement,
dated as of January 1, 2006.
IN WITNESS WHEREOF, the parties have caused this Letter Amendment to be
executed and delivered by their duly authorized officers or representatives as
of the date first above written.
KEYSPAN CORPORATION
By: /s/John J. Bishar Jr.
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John J. Bishar Jr.
Executive Vice President
and General Counsel
KEYSPAN ELECTRIC SERVICES LLC
By: /s/John J. Bishar Jr.
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John J. Bishar Jr.
Executive Vice President
and General Counsel
Agreed to and Acknowledged:
NATIONAL GRID USA
By: /s/Lawrence J. Reilly
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Lawrence J. Reilly
Executive Vice President,
General Counsel
LONG ISLAND POWER AUTHORITY
By: /s/Kevin S. Law
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Kevin S. Law
Chairman
LONG ISLAND LIGHTING COMPANY
d/b/a LIPA
By: /s/Richard M. Kessel
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CEO & President
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