Amendment No. 1 to
Selling Agency Agreement
THIS AMENDMENT NO. 1 TO SELLING AGENCY AGREEMENT (this "Amendment")
dated as of July 30, 2002, is by and between SCANA Corporation, a South Carolina
corporation (the "Company") and each of the Agents named in the Selling Agency
Agreement (as defined below) or subsequently appointed prior to the date hereof
as Agents pursuant to Section 2(c) thereof. Except as otherwise defined in this
Amendment, terms defined in the Selling Agency Agreement are used herein as
defined therein.
WITNESSETH:
WHEREAS, the Company and the Agents are parties to a Selling Agency
Agreement dated January 23, 2002 (as in effect as of the date hereof, the
"Selling Agency Agreement");
WHEREAS, the Company has requested that the Agents amend certain terms
and provisions of the Selling Agency Agreement; and
WHEREAS, the Agents are willing, on the terms and conditions set forth
in this Amendment to amend certain provisions of the Selling Agency Agreement,
as more fully set forth herein.
NOW, THEREFORE, the parties hereto hereby agree as follows:
Section 1. Amendments. Subject to the satisfaction of the
conditions precedent specified in Section 2 below, but effective as of the date
hereof, the Selling Agency Agreement shall be amended as follows:
All references in Section 5(d) and Section 6(b) to
"Xxxxxx Xxxx & Priest LLP, New York, New York" and
"Xxxxxx Xxxx & Priest LLP" shall be replaced with
"Xxxxxxxx Xxxxxxx LLP, Richmond, Virginia".
Section 2. Conditions Precedent. As provided in Section 1 above, the
amendments to the Selling Agency Agreement set forth in Section 1 shall become
effective as of the date hereof, upon the execution and delivery by each of the
parties hereto.
Section 3. Miscellaneous. Except as herein provided, the Selling Agency
Agreement and all exhibits thereto shall remain unchanged and shall continue to
be in full force and effect and are hereby ratified and confirmed in all
respects. This Amendment may be executed in any number of counterparts, all of
which taken together shall constitute one and the same amendatory instrument and
any of the parties hereto may execute this Amendment by signing any such
counterpart. This Amendment shall be governed by, and construed in accordance
with, the laws of the State of New York.
[The remainder of this page intentionally left blank.]
SCANA CORPORATION
By:___s/Xxxxx X. Xxxx, IV________________
-------------------
Its:___Controller_________________________
----------
UBS WARBURG LLC
By:____s/Xxxxx X. Whitney_________________
-----------------
Its:____Director _________________________
--------------
CREDIT SUISSE FIRST BOSTON CORPORATION
By:___s/Xxxxx X. Keogh____________
-------------------------------------
Its:___Authorized Signatory___
-------------------- --------------
BANC OF AMERICA SECURITIES LLC
By:_____s/Lily Chang____________________
------------
Its:_____Principal_______________________
---------
WACHOVIA SECURITIES, INC., formerly known as
First Union Securities, Inc.
By:_____s/Xxx Williams______________
--------------
Its:______Director___________________
