Exhibit 10.1

LOAN AGREEMENT

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THIS LOAN AGREEMENT, made August 28, 2014, among LEATHERSTOCKING GAS COMPANY, LLC, having an office and principal place of business at 330 West William Street, Corning, New York 14830 (the “Borrower”), LEATHERSTOCKING PIPELINE COMPANY, LLC, having an office and principal place of business at 330 West William Street, Corning, New York 14830 (the “Guarantor”), and FIVE STAR BANK, a New York State bank, having an office at 55 North Main Street, Warsaw, New York 14569 (the “Lender”).

WITNESSETH:

WHEREAS, the Lender has agreed to extend to the Borrower the loan described on the attached Exhibit “A” (the “Loan”); and

WHEREAS, the Loan (a) evidenced by and payable in accordance with the terms of a Line of Credit Note, and (b) secured by two (2) General Security Agreements, all as defined in Exhibit “B” attached hereto; and

WHEREAS, the Guarantor has guaranteed repayment of the Loan pursuant to a guaranty of even date herewith (the “Guaranty”); and

WHEREAS, the Borrower, Guarantor and the Lender have agreed to certain terms governing the Loan.

NOW, THEREFORE, in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the parties hereto, the parties hereto agree for themselves, their successors and assigns as follows:

1.0 Representations and Warranties. Borrower represents and warrants as of the date hereof and as of the date of any advance made by the Lender hereunder that:

1.1 Indebtedness. Except as disclosed in the financial statements referred to in Section 3.5 hereof, the Borrower has no outstanding indebtedness or contingent liabilities (including without limitation “off balance sheet” liabilities and reimbursement liabilities or contingent liabilities related to letters of credit) other than trade payables not yet due incurred in the ordinary course of business.

1.2 Financial Statements and Other Information. All balance sheets, earnings statements and other financial data which have been or shall hereafter be furnished to the Lender as of the dates and the results of operations for the periods for which the same are furnished to the Lender, and all other information, reports and other papers and data furnished to the Lender are or will be, at the time the same are so furnished, accurate and correct in all material respects and each financial statement referred to herein was and will be prepared in accordance with generally accepted accounting principles consistently applied.

1.3 Title of Property. Except as set forth on Exhibit “C” hereto annexed, none of the assets of Borrower are, as of the date hereof, subject to any mortgage, pledge, lien or encumbrance except to the Lender.

1.4 Litigation. Except as set forth on Exhibit “D” hereto annexed, there is no action, suit or proceeding at law or in equity by or before any governmental instrumentality or other agency now pending, or, to the knowledge of Borrower, threatened against or affecting the Borrower or any properties or rights of the Borrower which, if adversely determined, would materially impair the right of the Borrower to carry on business substantially as now conducted or would materially adversely affect the financial condition of Borrower.

1.5 Governmental Approval. No approvals or consents of any public regulatory body or bodies are required for the valid authorization, making or delivery of this Note, the borrowings hereunder, or any other action to be taken hereunder or in connection herewith by Borrower.

1.6 Retirement Plans. Each qualified retirement plan of Borrower that is subject to any provisions of the Employee Retirement Income Security Act of 1974 and the regulations adopted pursuant thereto (“ERISA”) is being administered in accordance with the documents and instruments governing such Plan(s), and such documents and instruments are consistent with the applicable provisions of ERISA. With respect to any such Plan(s), there has not been incurred any material accumulated unfunded deficiency under the terms of ERISA nor has there been incurred any material liability to the Pension Benefit Guaranty Corporation.

1.7 Taxes. Borrower has duly filed all federal, state and local income, sales, property and other tax returns required to be filed and has paid all taxes shown on such returns.

1.8 Organization. Borrower is a limited liability company duly organized, validly existing and in good standing under the laws of the State of New York, has the power and authority to transact the business in which it is engaged, is duly licensed or qualified and in good standing in each jurisdiction in which the conduct of such business required such licensing or qualification and has all necessary power and authority to enter into this Agreement and to execute, deliver and perform this Agreement, the Note and any other documents executed in connection herewith, all of which have been duly authorized by all proper and necessary action.

1.9 Approvals. All necessary action on the part of the Borrower, including approval to the extent required, relating to the authorization of the execution and delivery of this Agreement and all related documents and instruments and the performance of the obligations of the Borrower hereunder the thereunder has been taken and is in full force and effect.

1.10 Valid and Binding Obligation. This Agreement, and any other document executed in connection herewith, and the Note when executed and delivered, will constitute the legal, valid and binding obligations of the Borrower, enforceable in accordance with their respective terms. The execution and delivery by the Borrower of this Agreement and all related documents and agreements, and the performance by the Borrower of its obligations under this Agreement and all related documents and agreements will not violate any provision of law or the Borrower’s Articles of Organization or other organizational documents or agreements. The execution, delivery and performance of this Agreement and all related documents and agreements, and the consummation of the transactions contemplated hereby will not violate, be in conflict with, result in a breach of, or constitute a default under any material agreement to which the Borrower is a party or by which any of its assets or properties is bound, or any order, writ, injunction or decree of any court or governmental instrumentality, and will not result in the creation of imposition or any lien, charge or encumbrance upon any of its assets or properties.

1.11 Franchises and Permits. The Borrower has all franchises, permits and licenses and other authority as are necessary to enable the Borrower to conduct its business as being conducted, and the Borrower is not in default under any such franchises, permits, licenses or authority.

1.12 Patents. Trademarks and Authorizations. The Borrower owns or possesses all patents, trademarks, service marks, tradenames, copyrights, licenses, authorizations and all rights with respect to the foregoing, necessary to the conduct of its business as now being conducted without any material conflict with the rights of others.

1.13 Contracts and Agreements. The Borrower is not a party to any contract or agreement that materially adversely affects its business, property, assets or condition (financial or other) and the Borrower is in compliance in all material respects with all contracts and agreements to which it is a party.

2.0 Advances/Equity Injection.

2.1 Advances of the $4,000,000.00 Loan are conditioned upon the Borrower’s injection of its own funds i.e. equity totaling $1,600,000.00 paid into the project defined below by completion. Each advance under the Loan will be comprised of 60% Lender financing and 40% Borrower equity. Written evidence, in the sole discretion of the Lender, of the equity contribution by Borrower will be required prior to each advance under the Loan. Project shall be defined as the work and services and products related to the continued and additional infrastructure costs of the underground piping construction project in Montrose, Bridgewater and Dimock, Pennsylvania.

3.0 Affirmative Covenants. Borrower covenants and agrees that Borrower shall:

3.1 Insurance. Maintain adequate insurance at all times on Borrower’s insurable properties against fire, theft and other hazards with responsible companies and in such amounts and against such risks as is usually carried by owners of similar businesses and properties. Borrower shall promptly deliver to the Lender certificates of insurance with appropriate endorsements designating the Lender as a named insured or loss payee.

3.2 Maintenance of Properties. Maintain, preserve and keep Borrower’s plants, properties and other tangible assets in good repair, working order and condition and from time to time make, or cause to be made, needful and proper repairs, renewals, replacements, betterments and improvements thereto so that the business carried on in connection therewith may be properly and advantageously conducted at all times.

3.3 Examination of Books. Permit the Lender’s representative, at any reasonable time and from time to time, to (a) examine books and records and to make extracts therefrom and (b) discuss financial affairs, condition and accounts of Borrower and Guarantors with the Borrower and Guarantor accountants.

3.4 Claims and Taxes. Pay, prior to the date on which they become delinquent, all of Borrower’s debts and obligations, and all taxes, assessments and governmental charges imposed upon or against Borrower, and all lawful claims for labor, materials and supplies.

3.5 Financial Statements. Keep all books of account in accordance with generally accepted accounting principles and will furnish or cause to be furnished to the Lender:

3.5.1 annual 10-K report which all attached schedules for the Borrower and Guarantor within 120 days after fiscal year end;

3.5.2 quarterly 10-Q report which any attached schedules with 15 days after each quarter end;

3.5.3 annual management-prepared financial statements, including balance sheet and income statement and accounts receivable and accounts payable aging for Borrower and Guarantor and Coming Natural Gas Company within 120 days after fiscal year end; and

3.5.4 quarterly management-prepared financial statements, including balance sheet and income statement and accounts receivable and accounts payable aging for Borrower and Guarantor and Coming Natural Gas Company within 15 days after each quarter end.

3.6 Adverse Actions. Notify the Lender promptly in writing in the event any litigation or proceeding including but not limited to any adverse claims or notices or actions directly or indirectly relating to the environmental condition of any property securing the Loan is instituted or threatened against Borrower.

3.7 ERISA Actions. Notify the Lender promptly in writing in the event Borrower knows or has reason to know that any termination event (a reportable event as defined in Section 4043(b) of ERISA) or any other event or condition which might constitute grounds under Section 4042 of ERISA for the termination of, or for the appointment of a trustee to administer any plan has occurred.

3.8 Expenses of Lender. Pay or reimburse the Lender on demand for any and all reasonable out-of-pocket expenses (including attorneys’ fees and expenses) which the Lender paid or incurred in connection herewith, or any other agreement(s) called for hereunder and any filing related hereto, and the expenses (including reasonable attorneys’ fees) relating to the repossession, storage or sale of assets in which the Lender has a security interest and to the collection of the obligations of Borrower hereunder, or in connection herewith.

3.9 Maintain Existence. Maintain its existence in good standing and remain or become duly licensed or qualified and in good standing in each jurisdiction in which the conduct of its business requires such qualification or licensing.

3.10 Lender Desiository. The Lender shall be designated and shall continue to be the depository of the funds of the Borrower with respect to operating, checking, savings and direct deposit payroll accounts.

3.11 Franchises and Permits. Preserve and keep in full force and effect all franchises, permits, licenses and other authority as are necessary to enable it to conduct its business as being conducted on the date hereof, and to comply in all material respects with all laws, regulations and requirements now in effect or hereafter promulgated by any property constituted governmental authority having jurisdiction over Borrower or its business.

3.1 Payments on Note. Make all payments as and when required by this Agreement and the Note and any other agreements related thereto or hereto.

3.13 Debt Service Coverage Ratio. Commencing with the calendar year end December 31, 2014 and continuing through and including the Maturity Date (as defined in the Note), Borrower must maintain a minimum debt service coverage ratio (“DSCR”) of 1.15x, measured annually. DSCR shall be defined as: Annual Net Income plus Interest Expense and Credit Fees plus All Non-Cash Negative Adjustments to Net Income minus All Positive Non-Cash Adjustments to Net Income divided by The Sum of the Prior Year’s Current Maturities of Long Term Debt, including Capital Lease Payments plus Interest Expense and Credit Fees.

4.0 Negative Covenants. Except after providing written notice to the Lender, the Borrower will not:

4.1 Type of Business. Engage in any business other than the type conducted and operated during the present and preceding calendar year.

4.2 Other Indebtedness. Incur, create, assume or permit to exist any indebtedness or liability on account of deposits or advances or any indebtedness or liability for borrowed money, or any other indebtedness or liability except indebtedness to the Lender, Current Accounts Payable and other Current Liabilities arising out of transactions, other than borrowings, in the ordinary course of business.

4.3 Limitation on Liens. Create or suffer to exist any mortgage, pledge, lien, security interest or encumbrance on any of its property or assets now owned or hereafter acquired, or enter into any arrangement for the acquisition of property subject to a conditional sales agreement or other title retention arrangement except (a) liens in connection with Workmen’s Compensation, Unemployment Insurance and other Social Security obligations, (b) liens, securing performance of surety and appeal bonds and other liens of like nature arising in the ordinary course of business, (c) mechanic’s, workmen’s, materialmen’s or other like liens arising in the ordinary course of business in respect of obligations not yet due or being contested in good faith, (d) liens for taxes, assessments or governmental charges or levies on it or its properties not delinquent or being contested in good faith, and (e) mortgages, pledges and other liens to the Lender.

4.4 Disposal of Accounts. Notes. Sell, assign, discount or otherwise dispose of any Accounts Receivable or bills, notes or other commercial paper, with or without recourse to Borrower.

4.5 Contingent Liabilities. Guaranty, endorse or otherwise in any way be or become responsible for obligations of any other person except to the Lender, whether by agreement to purchase indebtedness, or agreement for furnishing funds through the purchase of goods, supplies or services (or by way of stock purchase) capital contribution, advance or loan for the purpose of paying or discharging any indebtedness or obligation of any other person, or agreement to maintain minimum capital or net worth of any other person, or otherwise, excepting from the purview of this clause, endorsements of negotiable instruments for collection and guarantees to the Lender.

4.6 Loans and Investments. Except for loans to key employees which loans in the aggregate do not exceed $50,000.00, make any loan or advance of money or property to, or any investment (whether by stock or other security acquisition, or by purchase, or otherwise) in any person, firm, corporation or entity of any kind, excepting investments in U.S. Government Bonds and obligations, certificates of deposit issued by a member bank of the Federal Reserve System, and investments in commercial paper which at the time of such investment is assigned the highest quality rating in accordance with the rating systems employed by either Moody’s Investor Service, Inc. or Standard & Poor’s Corporation.

4.7 Sale of All or Substantially All of Assets. Assign, transfer, sell, lease or otherwise dispose of all or a substantial part of Borrower’s assets.

4.8 Leases. Enter into any arrangement with any lender or investor providing for the leasing by the Borrower of any property, real or personal, (a) which has been or is to be sold or transferred to such lender or investor, or (b) in the case of real property, on which one or more buildings have been or are to be constructed by such lender or investor, and which in either case was for the purpose of leasing such property to the Borrower nor will the Borrower, become liable as lessee on any lease.

4.9 Mergers and Acquisitions. Liquidate or dissolve or enter into any consolidation, merger, partnership, joint venture, syndicate or other combination or purchases or acquire or incur

liability for the purchase or acquisition of any or all of the assets or business of any person, firm, or corporation.

4.10 Material Changes. Permit any material change to be made in the character of the business of the Borrower, or in its executive management, or in the nature of its operations as carried on as of the date hereof.

5.0 Default.

5.1 Events of Default. The occurrence of any one or more of the following events shall constitute an Event of Default (individually “Event of Default” and collectively “Events of Default”):

5.1.1 Default in the Payment of Principal or Interest. Default by Borrower in the payment of any principal or interest due to the Lender under the Note.

5.1.2 Misrepresentations. One or more representations or warranties made by the Borrower herein or in writing in connection with or pursuant to this Agreement shall be false, inaccurate or misleading in any material respect.

5.1.3 Breach of Covenants. If any agreement or covenant made by the Borrower herein shall not be complied with, whether or not there shall be compliance with any or all other agreements and covenants made by the Borrower herein.

5.1.4 Default in Other Obligations. Default shall be made with respect to any indebtedness of the Borrower or any Guarantor, or the performance of any other obligation incurred in connection with any indebtedness for borrowed money of the Borrower, or any Guarantor, if the effect of such default is to accelerate the maturity of such indebtedness or to permit the holder thereof to cause such indebtedness to become due prior to its stated date of maturity, or any such indebtedness shall not be paid when due.

5.1.5 Financial Statements. Borrower or any Guarantor fails to provide the Lender with financial statements, tax returns or other information within thirty (30) days of Lender’s request..

5.1.6 Taxes. In the event Borrower shall fail to pay or discharge its taxes, assessments, levies and governmental charges prior to the date of which the penalties are attached thereto.

5.1.7 ERISA. Any reportable event (as defined in Title IV of ERISA) which might constitute grounds for the termination of any retirement plan of Borrower or for the appointment by the appropriate regulatory body of a trustee to administer any such retirement plan shall have occurred and be continuing for thirty (30) days after written notice to such effect shall have been given to Borrower or any such retirement plan shall be terminated or a trustee shall be appointed to administer any such retirement plan, or the Pension Benefit Guaranty Corporation shall institute proceedings to terminate any such retirement plan or to appoint a trustee to administer any such retirement plan.

5.1.8 Money Judgments. An uninsured judgment for the payment of money in excess of $10,000.00 shall be entered against Borrower, or any Guarantor, or any attachment, execution or garnishment shall be issued or filed against any of the property of the Borrower, or any Guarantor and shall not be released or discharged within ten (10) days.

5.2 Effects of an Event of Default. Upon the happening of one or more Events of Default:

5.2.1 If an Event of Default occurs under paragraphs 5.1.1 through 5.1.8 hereof, the Lender’s obligations hereunder shall be cancelled immediately, automatically and without notice, and the unpaid principal of the Loan with interest accrued thereon shall become immediately due and payable without any presentment, demand, protest, notice of protest or notice of any kind, all of which are hereby expressly waived.

6.0 Except as specifically amended herein, all of the terms, covenants, conditions and stipulations contained in the Note and all of the other documents relating thereto (the “Loan Documents”) are hereby ratified and confirmed in all respects, shall continue to apply with full force and effect.

7.0 Neither this Loan Agreement nor any other Loan Document nor any provision hereof or thereof may be modified, amended, changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought.

8.0 This Loan Agreement may be executed in one or more counterparts each of which shall be an original but all of which when taken together shall constitute one and the same instrument. The failure of any party listed below to execute, acknowledge or join in this Agreement, or any counterpart hereof, shall not relieve the other signatories from the obligations hereunder.

9.0 This Loan Agreement is and shall be deemed to be a contract entered into pursuant to the laws of the State of New York and shall in all respects be governed, construed, applied and enforced in accordance with the laws of the State of New York.

10.0 This Loan Agreement is binding upon, and shall inure to the benefit of, the parties hereto and their respective heirs, executors, administrators, legal representatives, successors and assigns.

11.0 Nothing in this Loan Agreement or any other Loan Document is intended to or shall be deemed to create any rights or obligations of partnership, joint venture, or similar association among the parties hereto.

12.0 If any term, covenant, provision or condition of this Loan Agreement or any of the other Loan Documents shall be held to be invalid, illegal or unenforceable in any respect, this Agreement shall be construed without such term, covenant, provision or condition.

13.0 This is the Loan Agreement referred to in, is entitled to the benefits of, and is subject to the Note, if applicable, the Security Agreement, and Guaranty, the respective terms of which are incorporated herein by reference.

14.0 The parties hereto hereby irrevocably and unconditionally waive any and all rights to trial by jury in any action, suit or counterclaim arising in connection with, out of or otherwise related to this Agreement, and every other Loan Document heretofore, now or hereafter executed and/or delivered in connection therewith, the Loan and all other obligations of the Borrower or Guarantor related thereto or in any way related to this transaction or otherwise with respect to the Premises.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written.

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Michael I. German, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Joseph P. Mirabito, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Michael I. German, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the

instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

EXHIBIT “A”

Loan from Lender to Borrower:

1. A Commercial Line of Credit Loan and Permanent Term Loan in the amount of $4,000,000.00 from Lender to Borrower dated August ___, 2014.

EXHIBIT “B”

Note: The term “Note” as used in this Loan Agreement shall mean a certain Line of Credit Note dated August ___, 2014, in the principal sum of $4,000,000.00 to be given by the Borrower to the Lender.

Security Agreement: The term “General Security Agreement” as used in this Loan Agreement shall mean, collectively and individually: (1) a certain General Security Agreement dated August ___, 2014, by Guarantor to the Lender; and (2) a certain General Security Agreement dated August ___, 2014, by Borrower to the Lender.

EXHIBIT “C”

Assets subject to security interests (excluding liens of the Lender): None

EXHIBIT “D”

Pending Litigation: None

LINE OF CREDIT NOTE

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$4,000,000.00

FOR VALUE RECEIVED, the undersigned, LEATHERSTOCKING GAS COMPANY, LLC, an entity organized and existing under the laws of the State of New York with an office at 330 West William Street, Coming, New York 14830 (hereinafter called “Borrower”), promises to pay pursuant to the repayment terms set forth below, to the order of FIVE STAR BANK, a New York State bank (hereinafter called “Bank”) with its principal office at 55 North Main Street, Warsaw, New York 14569, or at such other place as may be designated in writing by the holder of this Note the sum of Four Million and 00/100 Dollars ($4,000,000.00) in lawful money of the United States, or so much as may be advanced, referred to as “principal sum”, with interest hereon to be computed from the date hereof as follows:

Commencing on the date of closing and continuing until September 1, 2016, interest shall accrue on the Note at a variable rate equal to The Wall Street Journal Prime Rate in effect from time to time plus 0 basis points (0.00%), adjusted simultaneously thereafter upon any changes in The Wall Street Journal Prime Rate (“Variable Rate”).

The Wall Street Journal Prime Rate shall be defined as the Prime Rate published in The Wall Street Journal from time to time. If The Wall Street Journal Prime Rate is no longer available, the Bank will choose a new index that is based upon comparable information. The Bank will give notice to Borrower of same.

Commencing on September 1, 2016 and continuing until September 1, 2021 (the “Maturity Date”), interest shall accrue on the Note at a rate equal to the then prevailing 5/10 Federal Home Loan Bank of New York Amortizing Advance Rate as published daily by the Federal Home Loan Bank of New York and in effect at the close of business as of five (5) business days prior to the Interest Rate Adjustment Date, plus 275 basis points (2.75%) (the “Fixed Rate”).

Payment Terms.

Commencing on October 1, 2014 and on the first day of each month thereafter through and including September 1, 2016, the Borrower shall make payments of interest only at the Variable Rate based on the unpaid balance of this Note.

Commencing on October 1, 2016 and on the first day of each month thereafter through and including the Maturity Date, the Borrower shall make monthly payments of principal and interest based upon the Fixed Rate and a ten (10) year amortization schedule on the outstanding amount due under the Note. Unless sooner accelerated or demanded under the terms hereof, the

Borrower shall pay all unpaid principal, interest and any costs hereunder to the Bank in a lump sum balloon payment on the Maturity Date.

The annual interest rate for this Note shall be computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. Borrower will pay Bank at Bank’s address shown above or at such other place as Bank may designate in writing.

Application of Payment. All payments of principal and accrued interest shall be applied to the indebtedness under this Note in a manner and order acceptable to the Bank, in its sole discretion.

Default Rate. After an event of default occurs under this Note or any Loan Document executed in connection with this Note, the Bank may choose to charge interest on the unpaid principal balance of this Note at a rate 3% per annum greater than the then current interest rate, until this Note is paid in full. In no event however, shall the interest rate on this Note exceed the maximum rate allowed by law.

Late Charge. In the event any payment due hereunder shall remain unpaid for more than ten (10) days, the holder hereof may collect a late charge in the greater of four percent (4%) of said payment, or $50.00 to cover its extra handling expenses.

Dishonored Check Fee. Any payment made with a check which is dishonored shall be subject to a dishonored check charge in the amount required by the Bank. The Bank may require this to be paid immediately or it may be added to the balance of the loan or withdrawn from the account.

Prepayment Penalty Fee.

Commencing on October 1, 2014 and continuing until September 1, 2016, the Borrower may prepay all or any part of the unpaid principal of the Note without penalty provided the prepayment is made with prior notice to Bank, together with accrued interest to the date of prepayment on the amount prepaid. Any principal prepayment shall be applied to the principal installment(s) in the inverse order of the maturity.

Commencing October 1, 2016 and continuing until the Maturity Date, the Borrower may prepay all or any part of the unpaid principal of the Note without penalty provided the prepayment is made with prior notice to Bank, together with accrued interest to the date of prepayment on the amount prepaid. Any principal prepayment shall be applied to the principal installment(s) in the inverse order of the maturity.

Purpose. The loan proceeds will be used for the following purpose(s): To fund the continued and additional infrastructure cost of Phase I of the underground piping construction project in Montrose/Bridgewater and Dimock, Pennsylvania.

Covenants.

Upon the occurrence of any of the following, Borrower shall be in default. Upon the occurrence of a default, Bank may declare the entire unpaid principal balance of this Note immediately due and payable (“Acceleration”), without notice, presentment, demand or protest of any kind, all of which are hereby waived by Borrower.

In the event this Note is referred to an attorney for collection, Borrower shall pay all Bank’s costs of collection, including Bank’s reasonable attorneys’ fees, incurred and to be incurred in connection with the enforcement and collection of this Note, including, but not limited to, attorneys’ fees incurred and to be incurred in any bankruptcy proceeding involving Borrower or any Guarantor, if any, of this Note.

The Borrower agrees so long as this loan remains unpaid to: (a) keep proper books of accounts in a manner satisfactory to the Bank; (b) permit inspections and audits by the Bank of all books, records, and papers in custody or control of Borrower or others, relating to Borrower’s financial condition, including the making of copies thereof, and abstracts therefrom, and inspection and appraisal of any of Borrower’s assets; (c) submit timely and accurate financial information from the Borrower and Guarantors to the Bank, acceptable in form and content to the Bank, in its sole discretion, which financial information must include: (i) annual 10-K report which all attached schedules for the Borrower and Guarantor within 120 days after fiscal year end; (ii) quarterly 10-Q report which any attached schedules with 15 days after each quarter end; (iii) annual management-prepared financial statements, including balance sheet and income statement and accounts receivable and accounts payable aging for Borrower and Guarantor and Corning Natural Gas Company within 120 days after fiscal year end; and (iv) quarterly management-prepared financial statements, including balance sheet and income statement and accounts receivable and accounts payable aging for Borrower and Guarantor and Corning Natural Gas Company within 15 days after each quarter end; (d) promptly pay all taxes, assessments, and other governmental charges, provided however, that nothing herein contained shall be interpreted to require the payment of any such tax so long as the validity is being contested in good faith; (e) keep all of its property so insurable insured at all times with responsible insurance carriers against fire and other hazards in such manner and to the extent that like properties are usually insured by others operating businesses, plants and properties of similar character in the same general locality, and keep adequately insured at all times with responsible insurance

carriers against liability on account of damage to persons or property, and under all applicable worker’s compensation laws; and (t) promptly inform the Bank of the commencement of any action, suit, proceeding or investigation against Borrower, or the making of any counterclaim against Borrower in any action, suit or proceeding, and of all liens against any of its property.

Financial Covenant. Commencing on with the calendar year end December 31, 2014 and continuing through and including the Maturity Date, Borrower must maintain a minimum debt service coverage ratio (“DSCR”) of 1.15x, measured annually. DSCR shall be defined as:

Annual Net Income plus Interest Expense and Credit Fees plus All Non-Cash Negative Adjustments to Net Income minus All Positive Non-Cash Adjustments to Net Income divided by The Sum of the Prior Year’s Current Maturities of Long Term Debt, including Capital Lease Payments plus Interest Expense and Credit Fees.

This Note is governed by New York law. BORROWER WAIVES THE RIGHT TO A JURY TRIAL IN ANY LITIGATION OF ANY NATURE OR KIND IN WHICH BORROWER AND BANK ARE BOTH PARTIES. Any litigation involving this Note shall, at Bank’s option, be triable only in a court located in Wyoming County, New York. Borrower acknowledges that it has transacted business in New York State with regard to this Note.

The failure of any person or entity to sign this Note shall not release, discharge or affect the liability of any person or entity that signs this Note. This Note has been unconditionally delivered to Bank by each person or entity that signs this Note.

Security and Setoff. As security for this Note, and any renewal or extension hereof, and for all other obligations, direct or contingent, of Borrower to Bank, now due or to become due whether now existing or hereafter arising, (this Note and such other obligations being herein referred to as the “Obligations”), Borrower gives Bank a security interest in all funds, deposits and other property, and the proceeds thereof, now or hereafter in the possession or control of Bank for the account of Borrower ( the “Deposits”). Bank may at its option and at any time(s), with or without notice to Borrower, set off or realize upon any and all Deposits, and apply them to the payment or reduction of all or any of the Obligations (whether or not then due), in such manner as Bank may determine, in its sole discretion. Bank shall not be obligated to assert or enforce any rights under this paragraph or to take any action in reference thereto, and Bank may in its discretion at any time(s) relinquish its rights under this paragraph as to a particular Deposit without thereby affecting or invalidating its rights as to any other Deposit. The Bank’s right of setoff applies to all accounts and deposits held at the Bank or any other bank owned by Five Star Bank.

This Note may not be modified or terminated orally. Borrower acknowledges that this Note has been executed for commercial and/or business purposes. If more than one Borrower has signed this Note, all obligations of each Borrower under this Note are joint and several. Wherever used in this Note, neutral pronouns shall include the masculine and feminine gender as appropriate in the context, and singular terms (such as “Borrower”) shall be deemed in the plural where appropriate.

Borrower represents and warrants to Bank that no adverse change has occurred in either (1) Borrower’s or Guarantor’s financial condition since the date of Borrower’s loan application to Bank or (ii) the collateral being pledged to the Bank to secure the Bank’s loan. In addition, Borrower hereby agrees to fully, unconditionally and expeditiously comply with any post closing issues or requirements of the Bank, including, but not limited to furnishing additional documents or executing additional or corrected documents in favor of the Bank.

It is hereby expressly agreed, that all of the covenants, conditions and agreements contained in the Loan Agreement securing this Note or other loan documents, as applicable, are hereby made part of this Note.

Each of the persons whose name and signature appears on the attached Addendum is an “Authorized Person”. Any Authorized Person may make loan requests under this Note and give prepayment instructions, as specified above.

Presentment for payment, notice or dishonor, protest and notice of protest are hereby waived.

Witness: /s/ Stanley G. Sleve

Name, Title: Stanley Sleve, VP Admin.

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Michael I. German, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

ADDENDUM TO LINE OF CREDIT NOTE
IN THE AMOUNT OF $4,000,000.00
DATED AUGUST 27, 2014

Each of the persons whose name and signature appears on this Addendum is an “Authorized Person”. Any Authorized Person may make loan requests under this Note and give payment instructions, as specified above.

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Michael I. German, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

Exhibit 10.3

GENERAL SECURITY AGREEMENT

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For value given by FIVE STAR BANK (“Bank”), a New York banking corporation with an office and principal place of business located at 55 North Main Street, Warsaw, New York 14569, and LEATHERSTOCKING GAS COMPANY, LLC, a New York limited liability company with an address of 330 West William Street, Corning, New York 14830 (“Pledgor”) hereby agrees as follows:

1. The term “Indebtedness” means any and all monetary obligations of Pledgor or Leatherstocking Pipeline Company, LLC (“Company”) to Bank, whether now existing or hereafter arising, direct or contingent, whether represented by a note, other instrument, guaranty of the obligations of another Entity to Bank, other agreement or otherwise, including all extensions and renewals thereof, together with any obligations for taxes and/or insurance advanced by Bank on Pledgor’s behalf, and whether from time to time reduced or fully extinguished and thereafter reincurred,

The term “Entity” means any person, partnership, corporation, joint venture, governmental agency or business association of any kind.

The term “Guarantor” means any Entity, if any, which guarantees to Bank payment of all or any part of the Indebtedness. Unless otherwise defined herein, capitalized terms shall have the meanings set forth in the New York State Uniform Commercial Code, as amended from time to time (“UCC”).

2. To secure payment of the Indebtedness, and performance of all obligations of Pledgor and/or Company to Bank, whenever arising, Pledgor hereby grants to Bank a security interest in the items detailed on the attached Exhibit “A”, together with all proceeds and products of the following, whether now owned or hereafter acquired (the “Collateral”).

3. Pledgor represents and warrants to Bank as follows:

a. The address of its principal place of business is:

330 West William Street. Corning, New York 14830

b. All Collateral is and shall be located in New York State except as previously described to Bank in writing by Pledgor. Pledgor will promptly notify Bank in writing at any time that any Collateral is located anywhere other than in New York State or in the locations previously described to Bank in writing by Pledgor.

c. Pledgor is the owner of the Collateral free and clear of any other security interests, liens or encumbrances (voluntary or involuntary) of any nature or kind.

d. Pledgors execution of this Agreement has been authorized by all necec-ary action of the limited liability company and its members and managers. Pledgor’s execution of this Security Agreement and performance of its obligations hereunder does not contravene or violate any agreement, law or regulation which binds Pledgor, and if Pledgor is a corporation, its Certificate of Incorporation as amended from time to time or By-Laws, and if Pledgor is a partnership, its Partnership Agreement as amended from time to time; if Pledger is a limited liability company, its Operating Agreement.

e. No representation or warranty made by Pledgor, if any, to Bank at any time in any agreement is untrue or incorrect as of the date this Security Agreement was executed. All other

information furnished to Bank at any time, including Pledgor’s and Company’s if any, most recent financial statements is accurate and complete in all material respects.

f. All Pledgor’s Accounts arose from bona fide outright sales of goods or services and are valid obligations of the Account debtor without offset, defense or counterclaim. None of Pledgor’s Accounts are or will be subject to any security interest, lien or assignment except for security interests in favor of Bank.

g. All Pledgor’s Fixtures are located at and/or attached to the real properties previously described to Bank in writing by Pledgor.

h. Pledger has paid and is current on all tax obligations including but not limited to income tax, sales tax, and real property tax.

There are no pending or threatened lawsuits, court actions, proceedings or arbitrations against Pledger.

j. Pledgor is not in default under the terms or provisions of any other loan arrangement, loan financing, contractual relationship or agreement

4. Pledger agrees that until the Indebtedness is paid in full, and Pledger and Company no longer have any rights to borrow under any Agreement with Bank, Pledger will:

a. Maintain all records, ledgers sheets, correspondence and documents and other writings relating to the Collateral at Pledgor’s principal place of business. Bank shall at all times have reasonable access to and the right to inspect and/or audit Pledgor’s books and records, inspect, confirm and verify the Collateral and do whatever else Bank deems appropriate to protect its interests in the Collateral.

b. Upon demand, provide Bank with a list of the Collateral, with locations and current values and a list of Accounts, with agings and addresses of the Account debtors.

c. Defend the Collateral against all claims and demands of any Entity claiming any interest thereon.

d. Immediately notify Bank in writing of any change in its name, address or any material damage to any Collateral.

e. Keep the Collateral fully insured at its own expense with insurance companies acceptable to Bank, against loss by fire, explosion and other causes ordinarily included within the term “extended coverage” in amounts satisfactory to Bank and sufficient to prevent Pledgor from becoming a co insurer within the terms of the insurance policies. Pledger will also maintain insurance from all other hazards and risks commonly insured against by companies engaged in a similar business. The insurance covering the Collateral shall name Bank as an additional insured, secured party and loss payee, and the insurance company shall agree to give Bank thirty days prior written notice of any cancellation or reduction in coverage. Pledgor will provide Bank with Certificates of insurance showing such designations and agreement concerning notice of cancellation and on demand, the originals of all insurance policies. Pledger will promptly provide Certificates of insurance satisfactory to Bank for all renewals of the policies.

In the event any Collateral is lost or destroyed, Pledgor will promptly remit, for application to the Indebtedness (whether or not the Indebtedness has been accelerated, demanded or is otherwise then due) all insurance proceeds received by Pledgor in connection with the damage to or destruction of any

Collateral. Bank may prosecute and settle all insurance claims relating to the Collateral, and may endorse Pledgor’s name on any insurance checks and drafts whether or not the Indebtedness has been accelerated, demanded or is otherwise then due. Bank may apply any insurance proceeds received by it to any part of the Indebtedness as it sees fit.

f. Except for either sales of inventory in the ordinary course of business, or liens previously disclosed to Pledger in writing and accepted by Bank, Pledgor will not sell, assign, pledge or in any way encumber any Collateral whether now owned or hereafter acquired. Pledgor will not acquire or finance any property subject to a purchase money security interest.

g. Comply with all terms and conditions of any lease covering any premises where any Collateral is located. Pledgor will comply with all laws, rules and regulations relating to its business.

h. Except as previously described to Bank in writing, Pledgor will not allow any personal property to become a fixture at any other real property without prior written notice to Bank, and Bank’s prior written consent. Pledgor will cause all owners, landlords and mortgagees of any real property at which Fixtures are or may be located to give their written consent to Bank’s security interest in Fixtures.

i. Furnish to Bank such financial statements as Bank shall from time to time request, including if requested by Bank annual audited financial statements. Pledgor shall at all times maintain and keep complete and accurate books and records maintained in accordance with generally accepted accounting principles consistently applied.

j. Keep the Collateral in good workmanlike condition.

k. Notify the Bank of any current or imminent material adverse change or deterioration of the Pledgor’s financial condition.

l. Pledgor will not change its name or organizational structure or place of business or formation without prior written Bank consent.

5. Bank may file financing statements to perfect its security interest in the Collateral without Pledgor’s signature including financing statements filed to perfect the Bank’s lien position under revised Article 9 of the UCC. Pledgor will deliver physical possession of all instruments currently existing to Bank, and upon Pledgor’s receipt, all instruments hereafter acquired by Pledgor. Upon demand, Pledgor will deliver physical possession of all Chattel Paper and Documents to Bank. Pledgor will not accept prepayments on any instruments or Chattel Paper without Bank’s prior written consent. Pledgor will execute all documents necessary to cause Bank’s security interest to be noted as a first lien on all Certificates of Title for vehicles now or hereafter owned by Pledgor. All such Certificates of Title will be delivered by Pledger to Bank.

6. Pledgor will pay promptly when due all taxes and assessments upon the Collateral. Pledgor authorizes Bank to and Bank may, at its option, (but shall not be obligated to) discharge taxes, liens, security interests, or other encumbrances at any time levied or placed on the Collateral, and may pay for insurance on the Collateral, and may pay for maintenance and preservation of the Collateral. If Pledgor fails to do anything which it undertakes to do under this Security Agreement, Bank may do the same, but shall not be obligated to take any action. Pledgor agrees to reimburse Bank on demand for any reasonable attorneys fees or other costs of collection or costs incurred by Bank as described above, pursuant to the foregoing authorization, together with interest thereon payable at the highest rate allowed by law, and all sums so paid shall be secured by the security interest created in this Security Agreement.

7. Upon the occurrence of any of the following, Pledgor shall be in default under this Security Agreement. If the term “Indebtedness” includes monetary obligations of Company to Bank, then all references to “Pledgor” in the default clauses below shall be deemed to be followed by the words “and/or Company,” or the appropriate variation thereof. References to “Guarantor” shall be deemed to be followed by the words “if any.”

a. Pledgor’s failure to make any payment to Bank on the Indebtedness when due.

b. Pledgor’s and/or any Guarantor’s failure to perform any obligation under any agreement or loan documents entered into at any time by them or any of them in favor of Bank (“Agreement”).

c. Pledgor’s failure (or the failure of any Pledgor, if more than one Pledgor signed this Note) or of any other person or entity liable to Bank for payment of the indebtedness evidenced by this Note (“Guarantor”), to perform or comply with any term or provisions or covenant under any other loan documents executed by Pledgor or Guarantors in favor of Bank.

d. Falsity of any representation or warranty contained in any loan document executed by Pledgor in favor of the Bank.

e. Entry of a judgment and/or filing of a federal tax lien against Pledgor and/or against any Guarantor.

f. Commencement of a bankruptcy proceeding or an assignment for the benefit of creditors by or against Pledgor and/or by or against any Guarantor.

g. The dissolution, merger, consolidation or failure of Pledgor to maintain itself as a limited liability company in good standing.

h. The making by Pledgor and/or by any Guarantor of a bulk sale or other disposition of substantially all of its respective assets.

i. Insolvency (in the form of a negative net worth as defined under generally accepted accounting principles) of Pledgor and/or of any Guarantor.

j. Bank receives notice from any Guarantor of the discontinuance of his liability to Bank.

k.. Discontinuance of Pledgor’s business and/or of any corporate Guarantor’s business.

1. Repossession of or the appointment of a receiver or custodian for any property of Pledgor and/or of any Guarantor.

m. The occurrence of a material adverse change or deterioration in the financial condition of the Pledgor.

8. Upon the occurrence of a default under this Security Agreement all of the indebtedness shall, at Bank’s sole option, become immediately due and payable without notice, presentment, demand or protest of any kind, all of which are hereby waived by Pledgor. Upon the occurrence of a default under this Security Agreement, Pledgor shall have all the rights and remedies provided herein, and under the UCC and under any other laws, including but not limited to the following:

a. Bank shall have all collection rights of a secured party under the UCC.

b. Bank may peaceably by its own means, or with judicial assistance enter any premises where Collateral is located, and take possession of the Collateral or render it unusable or dispose of the Collateral on such premises. Pledger agrees that Bank may use any real property owned, leased or otherwise possessed by Pledger rent flee, to allow Bank to enforce its rights in Collateral. Pledger will not resist or interfere with such action.

c. Bank may require Pledger to assemble all or a part of the Collateral and make it available to Bank at any place designated in a notice sent to Pledgor.

d. Pledgor hereby agrees that any requirement of the UCC for reasonable notice shall be met if notice is given at least ten (10) days (i) prior to public sale or disposition or (ii) prior to the date after which private sale or disposition will be made. No notification shall be required to be sent to Pledgor with regards to Bank’s disposition of Collateral which is perishable, or which threatens to decline speedily in value or for which notice of disposition is not otherwise required under the UCC. Bank may bid any amount it wishes or become a purchaser at any public sale. Pledger shall remain liable for any deficiency.

e. Bank’s reasonable attorneys’ fees and legal expenses in exercising any of its rights and remedies upon default shall become part of Bank’s reasonable expenses of retaking, holding, preparing for sale and the like.

f. Pledger shall make available to Bank such employees or agents as are necessary to assist Bank in enforcing its rights in the Collateral.

g. With regards to Accounts, Bank shall have the following additional rights:

i. To enforce, settle, or compromise payment of any Account;

ii. To release in whole or in part, any amounts owing on Accounts;

iv. To extend the time of payment of any or all Accounts;

v. To make allowances and adjustments with respect to Accounts;

vi. To issue credit in Pledgor’s or Bank’s name;

h. To endorse and cash checks in its own name or in Pledgor’s name, pursuant to an irrevocable power of attorney which it hereby grants to Bank.

i. With regard to the instruments and Chattel Paper, Bank shall have the following additional rights:

i. To direct makers, endorsers or guarantors to make payments directly to Bank;

j. As security for the Note, and any renewal or extension thereof, and for all other obligations, direct or contingent, of Pledgor to Bank, now due or to become due whether now existing or hereafter arising, (the Note and such other obligations being herein referred to as the “Obligations”), Pledgor gives Bank a security interest in all funds, deposits and other property, and the proceeds thereof, now or hereafter in the possession or control of Bank for the account of Pledger (the “Deposits”). Bank may at its option and at any time(s), with or without notice to Pledger, set off or realize upon any and all Deposits, and apply them to the payment or reduction of all or any of the Obligations (whether or not then due), in such manner as Bank may determine, in its sole discretion. Bank shall not be obligated to assert or enforce any rights under this paragraph or to take any action in reference thereto, and Bank may in its discretion at any times) relinquish its rights under this paragraph as to a particular Deposit without thereby affecting or invalidating its rights as to any other Deposit. The Bank’s right of setoff applies to all accounts and deposits held at the Bank and any other bank owned by Financial Institutions Inc.

9. No remedy conferred herein, by law, under this Security Agreement, or any other agreement, or otherwise is intended to be an exclusive remedy. All Bank’s remedies are cumulative. Failure by Bank to exercise any right, remedy or option under this Security Agreement or under any other agreement, or delay by Bank in exercising the same, shall not operate as a waiver thereof. No waiver by Bank will be effective unless it is confirmed in writing and then only to the extent specifically stated. To the extent that the indebtedness is now or hereafter secured by property other than the Collateral or by the guarantee, endorsement or property of any other Entity, Bank shall have the right in its sole discretion, to determine which rights, securities, liens, security interests or remedies Bank shall at any time pursue, relinquish, subordinate or modify, or take any action with respect thereto without in any way modifying or affecting any of Bank’s rights hereunder.

10. Pledgor shall pay all Bank’s reasonable attorneys’ fees incurred and to be incurred in enforcing and collecting the Indebtedness and in enforcing Bank’s rights in Collateral (including but not limited to any proceedings brought under the Bankruptcy Code).

11. All rights of Bank under this Security Agreement shall inure to the benefit of its successors and assigns, and all obligations of Pledger shall bind its successors and assigns, legal representatives, heirs and distributees.

12. This Security Agreement is governed by New York law. PLEDGOR WANES THE RIGHT TO A JURY TRIAL IN ANY LITIGATION OF ANY NATURE OR KIND IN WHICH PLEDGOR AND BANK ARE BOTH PARTIES. Any litigation involving this Security Agreement shall, at Bank’s option, be triable only in a court located in Wyoming County, New York. Pledger waives the right to require Bank to post’ a bond or undertaking in any action, including an action commenced under CPLR Article 71. Pledgor acknowledges that it has transacted business in New York State with regard to this Security Agreement.

13. Pledgor’s execution of this Security Agreement does not modify, terminate or impair Bank’s rights or Pledgor’s obligations under existing Security Agreements, if any, previously executed and delivered to Bank by Pledger. All such Security Agreements and any financing statements filed in connection with those Security Agreements remain in full force and effect. All existing UCC 1 financing statements filed against Pledger by Bank in any public office, if any, shall also relate to the security interest created in this Security Agreement, even though Bank intends to file additional UCC 1 fmancing statements. The future execution and delivery by Pledgor of a Security Agreement in favor of Bank shall not modify, impair or terminate Bank’s rights or Pledgor’s obligations under this Security Agreement.

14. This Security Agreement may not be modified or terminated orally. Wherever used in this Security Agreement, neutral pronouns shall include the masculine and feminine gender as appropriate in the context, and singular terms (such as “Pledgor”) shall be deemed in the plural where appropriate.

Any clause in this document requiring arbitration is not enforceable when SBA is the holder of the Note secured by this instrument.

IN WITNESS WHEREOF, Pledgor has executed and unconditionally delivered this Security Agreement to Bank on August 27, 2014.

Witness: /s/ Stanley G. Sleve

Name, Title: Stanley Sleve, VP Admin.

EXHIBIT “A”

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General

Any and all personal property, including, but not limited to:

All equipment of Debtor, whether now owned or hereafter acquired, wherever located, including, but not limited to all present and future machinery, furniture, fixtures, manufacturing equipment, farm machinery and equipment, shop equipment, office and record keeping equipment, parts and tools, and the goods described in any equipment schedule or list herewith or hereafter furnished to secured party by Debtor (but no such schedule or list need be furnished in order for the security interest granted herein to be valid as to all of Debtor’s equipment) together with all substitutions and replacements for and products of, any of the foregoing property not constituting consumer goods, and together with all insurance and/or other proceeds of any type of the foregoing property and in the case of all tangible collateral, together with all accessions and, except in the case of consumer goods, together with (i) all accessories, attachments, parts, equipment, and repairs now or hereafter attached or affixed to, or used in connection with, any such goods, and (ii) all warehouse receipts, bills of lading and other documents of title now or hereafter covering such goods, and all now and hereafter existing books and records (in whatever form maintained) relating to the foregoing.

All accounts receivable, contract rights, and each and every right of the Debtor to the payment of money, whether such right to payment now exists or hereafter arises, whether such right to payment arises out of a sale, lease, or other disposition of goods or other property by Debtor, out of a rendering of services by Debtor, out of a loan by Debtor, out of the overpayment of taxes or other liabilities of the Debtor, or otherwise arises under any contract or agreement, whether such right to payment is or is not already earned by performance, and howsoever such right to payment may be evidenced, together with all other rights and interests (including all liens and security interests) which Debtor may at any time have by law or agreement against any account Debtor or other obligor obligated to make any such payment or against any of the property of such Debtor or other obligor, all, including, but not limited to all present and future debt instruments, chattel paper, including all electronic chattel paper, accounts, loans, and obligations receivable and tax refunds, together with the proceeds of any and all of the foregoing property, and all now and hereafter existing books and records (in whatever form maintained) relating to the foregoing.

All inventory in all of its forms, wherever located, now or hereafter existing (including, but not limited to, (i) all raw materials and work in process, finished goods, and materials used or consumed in the manufacture or production of inventory, (ii) goods in which the Debtor has an interest in mass or a joint or other interest or right of any kind, and (iii) goods which are returned to or repossessed by the Debtor), and all accessions thereto, proceeds and products thereof and documents therefore (any and all such inventory, accessions, products and documents being the “inventory”), and all books and records (in whatever form maintained) relating to any of the foregoing described collateral.

All general intangibles of Debtor, whether now owned or hereafter acquired, including, but not limited to, applications for patents, copyrights, trademarks, trade secrets, good will, tradenames, customer lists, permits and franchises, the right to use Debtor’s name, and tax refunds.

Please Initial _/s/ MG ____

Exhibit 10.4

GENERAL SECURITY AGREEMENT

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For value given by FIVE STAR BANK (“Bank”), a New York banking corporation with an office and principal place of business located at 55 North Main Street, Warsaw, New York 14569, and LEATHERSTOCKING PIPELINE COMPANY, LLC, a Pennsylvania limited liability company with an address of 330 West William Street, Corning, New York 14830 (“Pledgor”) hereby agrees as follows:

1. The term “Indebtedness” means any and all monetary obligations of Pledgor or Leatherstocking Gas Company, LLC (“Company”) to Bank, whether now existing or hereafter arising, direct or contingent, whether represented by a note, other instrument, guaranty of the obligations of another Entity to Bank, other agreement or otherwise, including all extensions and renewals thereof, together with any obligations for taxes and/or insurance advanced by Bank on Pledgor’s behalf, and whether from time to time reduced or fully extinguished and thereafter reincurred.

The term “Entity” means any person, partnership, corporation, joint venture, governmental agency or business association of any kind.

The term “Guarantor” means any Entity, if any, which guarantees to Bank payment of all or any part of the Indebtedness. Unless otherwise defined herein, capitalized terms shall have the meanings set forth in the New York State Uniform Commercial Code, as amended from time to time (“UCC”).

2. To secure payment of the Indebtedness, and performance of all obligations of Pledgor and/or Company to Bank, whenever arising, Pledgor hereby grants to Bank a security interest in the items detailed on the attached Exhibit “A”, together with all proceeds and products of the following, whether now owned or hereafter acquired (the “Collateral”).

3. Pledgor represents and warrants to Bank as follows:

a. The address of its principal place of business is:

330 West William Street, Corning. New York 14830

b. All Collateral is and shall be located in New York State except as previously described to Bank in writing by Pledgor. Pledgor will promptly notify Bank in writing at any time that any Collateral is located anywhere other than in New York State or in the locations previously described to Bank in writing by Pledgor.

c. Pledgor is the owner of the Collateral free and clear of any other security interests, liens or encumbrances (voluntary or involuntary) of any nature or kind.

d. Pledgors execution of this Agreement has been authorized by all necessary action of the limited liability company and its members and managers. Pledgor’s execution of this Security Agreement and performance of its obligations hereunder does not contravene or violate any agreement, law or regulation which binds Pledgor, and if Pledgor is a corporation, its Certificate of Incorporation as amended from time to time or By-Laws, and if Pledgor is a partnership, its Partnership Agreement as amended from time to time; if Pledgor is a limited liability company, its Operating Agreement.

e. No representation or warranty made by Pledgor, if any, to Bank at any time in any agreement is untrue or incorrect as of the date this Security Agreement was executed. All other

information furnished to Bank at any time, including Pledgor’•s and Company’s if any, most recent financial statements is accurate and complete in all material respects.

f. All Pledgor’s Accounts arose from bona fide outright sales of goods or services and are valid obligations of the Account debtor without offset, defense or counterclaim. None of Pledgor’s Accounts are or will be subject to any security interest, lien or assignment except for security interests in favor of Bank.

g. All Pledgor’s Fixtures are located at and/or attached to the real properties previously described to Bank in writing by Pledgor.

h. Pledgor has paid and is current on all tax obligations including but not limited to income tax, sales tax, and real property tax.

i. There are no pending or threatened lawsuits, court actions, proceedings or arbitrations against Pledgor.

j. Pledgor is not in default under the terms or provisions of any other loan arrangement, loan financing, contractual relationship or agreement.

4. Pledgor agrees that until the indebtedness is paid in full, and Pledgor and Company no longer have any rights to borrow under any Agreement with Bank, Pledgor will:

a. Maintain all records, ledgers sheets, correspondence and documents and other writings relating to the Collateral at Pledgor’s principal place of business. Bank shall at all times have reasonable access to and the right to inspect and/or audit Pledgor’s books and records, inspect, confirm and verify the Collateral and do whatever else Bank deems appropriate to protect its interests in the Collateral.

b. Upon demand, provide Bank with a list of the Collateral, with locations and current values and a list of Accounts, with agings and addresses of the Account debtors.

c. Defend the Collateral against all claims and demands of any Entity claiming any interest thereon.

d. Immediately notify Bank in writing of any change in its name, address or any material damage to any Collateral.

e. Keep the Collateral fully insured at its own expense with insurance companies acceptable to Bank, against loss by fire, explosion and other causes ordinarily included within the term “extended coverage” in amounts satisfactory to Bank and sufficient to prevent Pledgor from becoming a co insurer within the terms of the insurance policies. Pledgor will also maintain insurance from all other hazards and risks commonly insured against by companies engaged in a similar business. The insurance covering the Collateral shall name Bank as an additional insured, secured party and loss payee, and the insurance company shall agree to give Bank thirty days prior written notice of any cancellation or reduction in coverage. Pledgor will provide Bank with Certificates of insurance showing such designations and agreement concerning notice of cancellation and on demand, the originals of all insurance policies. Pledgor will promptly provide Certificates of insurance satisfactory to Bank for all renewals of the policies.

In the event any Collateral is lost or destroyed, Pledger will promptly remit, for application to the Indebtedness (whether or not the Indebtedness has been accelerated, demanded or is otherwise then due)

all insurance proceeds received by Pledger in connection with the damage to or destruction of any Collateral. Bank may prosecute and settle all insurance claims relating to the Collateral, and may endorse Pledgor’s name on any insurance checks and drafts whether or not the Indebtedness has been accelerated, demanded or is otherwise then due. Bank may apply any insurance proceeds received by it to any part of the Indebtedness as it sees fit.

f. Except for either sales of inventory in the ordinary course of business, or liens previously disclosed to Pledger in writing and accepted by Bank, Pledger will not sell, assign, pledge or in any way encumber any Collateral whether now owned or hereafter acquired. Pledger will not acquire or finance any property subject to a purchase money security interest.

g. Comply with all terms and conditions of any lease covering any premises where any Collateral is located. Pledger will comply with all laws, rules and regulations relating to its business.

h. Except as previously described to Bank in writing, Pledger will not allow any personal property to become a fixture at any other real property without prior written notice to Bank, and Bank’s prior written consent. Pledger will cause all owners, landlords and mortgagees of any real property at which Fixtures are or may be located to give their written consent to Bank’s security interest in Fixtures.

i. Furnish to Bank such financial statements as Bank shall from time to time request, including if requested by Bank annual audited financial statements. Pledger shall at all times maintain and keep complete and accurate books and records maintained in accordance with generally accepted accounting principles consistently applied.

j. Keep the Collateral in good workmanlike condition.

k. Notify the Bank of any current or imminent material adverse change or deterioration of the Pledgor’s financial condition.

1. Pledger will not change its name or organizational structure or place of business or formation without prior written Bank consent.

5. Bank may file financing statements to perfect its security interest in the Collateral without Pledgor’s signature including financing statements filed to perfect the Bank’s lien position under revised Article 9 of the UCC. Pledger will deliver physical possession of all instruments currently existing to Bank, and upon Pledgor’s receipt, all instruments hereafter acquired by Pledger. Upon demand, Pledger will deliver physical possession of all Chattel Paper and Documents to Bank. Pledger will not accept prepayments on any instruments or Chattel Paper without Bank’s prior written consent. Pledger will execute all documents necessary to cause Bank’s security interest to be noted as a first lien on all Certificates of Title for vehicles now or hereafter owned by Pledger. All such Certificates of Title will be delivered by Pledger to Bank.

6. Pledger will pay promptly when due all taxes and assessments upon the Collateral. Pledger authorizes Bank to and Bank may, at its option, (but shall not be obligated to) discharge taxes, liens, security interests, or other encumbrances at any time levied or placed on the Collateral, and may pay for insurance on the Collateral, and may pay for maintenance and preservation of the Collateral. If Pledger fails to do anything which it undertakes to do under this Security Agreement, Bank may do the same, but shall not be obligated to take any action, Pledger agrees to reimburse Bank on demand for any reasonable attorneys fees or other costs of collection or costs incurred by Bank as described above, pursuant to the foregoing authorization, together with interest thereon payable at the highest rate allowed by law, and all sums so paid shall be secured by the security interest created in this Security Agreement.

7. Upon the occurrence of any of the following, Pledgor shall be in default under this Security Agreement. If the term “Indebtedness” includes monetary obligations of Company to Bank, then all references to “Pledgor” in the default clauses below shall be deemed to be followed by the words “and/or Company,” or the appropriate variation thereof. References to “Guarantor” shall be deemed to be followed by the words “if any.”

a. Pledgor’s failure to make any payment to Bank on the Indebtedness when due.

b. Pledgor’s and/or any Guarantor’s failure to perform any obligation under any agreement or loan documents entered into at any time by them or any of them in favor of Bank (“Agreement”).

c. Pledgor’s failure (or the failure of any Pledger, if more than one Pledgor signed this Note) or of any other person or entity liable to Bank for payment of the indebtedness evidenced by this Note (“Guarantor”), to perform or comply with any term or provisions or covenant under any other loan documents executed by Pledgor or Guarantors in favor of Bank.

d. Falsity of any representation or warranty contained in any loan document executed by Pledgor in favor of the Bank.

e. Entry of a judgment and/or filing of a federal tax lien against Pledgor and/or against any Guarantor.

f. Commencement of a bankruptcy proceeding or an assignment for the benefit of creditors by or against Pledgor and/or by or against any Guarantor.

g. The dissolution, merger, consolidation or failure of Pledgor to maintain itself as a limited liability company in good standing.

h. The making by Pledgor and/or by any Guarantor of a bulk sale or other disposition of substantially all of its respective assets.

i. Insolvency (in the form of a negative net worth as defined under generally accepted accounting principles) of Pledgor and/or of any Guarantor.

j. Bank receives notice from any Guarantor of the discontinuance of his liability to Bank.

k. Discontinuance of Pledgor’s business and/or of any corporate Guarantor’s business.

1. Repossession of or the appointment of a receiver or custodian for any property of Pledger and/or of any Guarantor.

m. The occurrence of a material adverse change or deterioration in the financial condition of the Pledgor.

8. Upon the occurrence of a default under this Security Agreement all of the indebtedness shall, at Bank’s sole option, become immediately due and payable without notice, presentment, demand or protest of any kind, all of which are hereby waived by Pledgor. Upon the occurrence of a default under this Security Agreement, Pledgor shall have all the rights and remedies provided herein, and under the UCC and under any other laws, including but not limited to the following:

a. Bank shall have all collection rights of a secured party under the UCC.

b. Bank may peaceably by its own means, or with judicial assistance enter any premises where Collateral is located, and take possession of the Collateral or render it unusable or dispose of the Collateral on such premises. Pledgor agrees that Bank may use any real property owned, leased or otherwise possessed by Pledgor rent free, to allow Bank to enforce its rights in Collateral. Pledgor will not resist or interfere with such action.

c. Bank may require Pledgor to assemble all or a part of the Collateral and make it available to Bank at any place designated in a notice sent to Pledgor.

d. Pledgor hereby agrees that any requirement of the UCC for reasonable notice shall be met if notice is given at least ten (10) days (i) prior to public sale or disposition or (ii) prior to the date after which private sale or disposition will be made. No notification shall be required to be sent to Pledgor with regards to Bank’s disposition of Collateral which is perishable, or which threatens to decline speedily in value or for which notice of disposition is not otherwise required under the UCC. Bank may bid any amount it wishes or become a purchaser at any public sale. Pledgor shall remain liable for any deficiency.

e. Bank’s reasonable attorneys’ fees and legal expenses in exercising any of its rights and remedies upon default shall become part of Bank’s reasonable expenses of retaking, holding, preparing for sale and the like,

f. Pledger shall make available to Bank such employees or agents as are necessary to assist Bank in enforcing its rights in the Collateral.

g. With regards to Accounts, Bank shall have the following additional rights:

i. To enforce, settle, or compromise payment of any Account

ii. To release in whole or in part, any amounts owing on Accounts;

h. To endorse and cash checks in its own name or in Pledgor’s name, pursuant to an irrevocable power of attorney which it hereby grants to Bank.

i. With regard to the instruments and Chattel Paper, Bank shall have the following additional rights:

i. To direct makers, endorsers or guarantors to make payments directly to Bank;

j. As security for the Note, and any renewal or extension thereof, and for all other obligations, direct or contingent, of Pledger to Bank, now due or to become due whether now existing or hereafter arising, (the Note and such other obligations being herein referred to as the “Obligations”), Pledgor gives Bank a security interest in all funds, deposits and other property, and the proceeds thereof, now or hereafter in the possession or control of Bank for the account of Pledgor (the “Deposits”). Bank may at its option and at any time(s), with or without notice to Pledgor, set off or realize upon any and all Deposits, and apply them to the payment or reduction of all or any of the Obligations (whether or not then due), in such manner as Bank may determine, in its sole discretion. Bank shall not be obligated to assert or enforce any rights under this paragraph or to take any action in reference thereto, and Bank may in its discretion at any time(s) relinquish its rights under this paragraph as to a particular Deposit without thereby affecting or invalidating its rights as to any other Deposit. The Bank’s right of setoff applies to all accounts and deposits held at the Bank and any other bank owned by Financial Institutions Inc.

9. No remedy conferred herein, by law, under this Security Agreement, or any other agreement, or otherwise is intended to be an exclusive remedy. All Bank’s remedies are cumulative. Failure by Bank to exercise any right, remedy or option under this Security Agreement or under any other agreement, or delay by Bank in exercising the same, shall not operate as a waiver thereof. No waiver by Bank will be effective unless it is confirmed in writing and then only to the extent specifically stated. To the extent that the indebtedness is now or hereafter secured by property other than the Collateral or by the guarantee, endorsement or property of any other Entity, Bank shall have the right in its sole discretion, to determine which rights, securities, liens, security interests or remedies Bank shall at any time pursue, relinquish, subordinate or modify, or take any action with respect thereto without in any way modifying or affecting any of Bank’s rights hereunder.

10. Pledgor shall pay all Bank’s reasonable attorneys’ fees incurred and to be incurred in enforcing and collecting the Indebtedness and in enforcing Bank’s rights in Collateral (including but not limited to any proceedings brought under the Bankruptcy Code).

11. All rights of Bank under this Security Agreement shall inure to the benefit of its successors and assigns, and all obligations of Pledgor shall bind its successors and assigns, legal representatives, heirs and distributees,

12. This Security Agreement is governed by New York law. PLEDGOR WAIVES THE RIGHT TO A JURY TRIAL IN ANY LITIGATION OF ANY NATURE OR KIND IN WHICH PLEDGOR AND BANK ARE BOTH PARTIES. Any litigation involving this Security Agreement shall, at Bank’s option, be triable only in a court located in Wyoming County, New York. Pledgor waives the right to require Bank to post a bond or undertaking in any action, including an action commenced under CPLR Article 71. Pledger acknowledges that it has transacted business in New York State with regard to this Security Agreement.

13. Pledgor’s execution of this Security Agreement does not modify, terminate or impair Bank’s rights or Pledgor’s obligations under existing Security Agreements, if any, previously executed and delivered to Bank by Pledger. All such Security Agreements and any financing statements filed in connection with those Security Agreements remain in full force and effect. All existing UCC 1 financing statements filed against Pledgor by Bank in any public office, if any, shall also relate to the security interest created in this Security Agreement, even though Bank intends to file additional UCC 1 financing statements. The future execution and delivery by Pledgor of a Security Agreement in favor of Bank shall not modify, impair or terminate Bank’s rights or Pledgor’s obligations under this Security Agreement.

14. This Security Agreement may not be modified or terminated orally. Wherever used in this Security Agreement, neutral pronouns shall include the masculine and feminine gender as appropriate in the context, and singular terms (such as “Pledger) shall be deemed in the plural where appropriate.

Any clause in this document requiring arbitration is not enforceable when SBA is the holder of the Note secured by this instrument.

IN WITNESS WHEREOF, Pledgor has executed and unconditionally delivered this Security Agreement to Bank on August 27, 2014.

Witness: /s/ Deana Ranucci,

Name, Title: Deana Ranucci, Exec. Asst.

Witness: /s/ Stanley G. Sleve

Name, Title: Stanley Sleve, VP Admin.

EXHIBIT “A”

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General

Any and all personal property, including, but not limited to:

All equipment of Debtor, whether now owned or hereafter acquired, wherever located, including, but not limited to all present and future machinery, furniture, fixtures, manufacturing equipment, farm machinery and equipment, shop equipment, office and record keeping equipment, parts and tools, and the goods described in any equipment schedule or list herewith or hereafter furnished to secured party by Debtor (but no such schedule or list need be furnished in order for the security interest granted herein to be valid as to all of Debtor’s equipment) together with all substitutions and replacements for and products of, any of the foregoing property not constituting consumer goods, and together with all insurance and/or other proceeds of any type of the foregoing property and in the case of all tangible collateral, together with all accessions and, except in the case of consumer goods, together with (i) all accessories, attachments, parts, equipment, and repairs now or hereafter attached or affixed to, or used in connection with, any such goods, and (ii) all warehouse receipts, bills of lading and other documents of title now or hereafter covering such goods, and all now and hereafter existing books and records (in whatever form maintained) relating to the foregoing.

All accounts receivable, contract rights, and each and every right of the Debtor to the payment of money, whether such right to payment now exists or hereafter arises, whether such right to payment arises out of a sale, lease, or other disposition of goods or other property by Debtor, out of a rendering of services by Debtor, out of a loan by Debtor, out of the overpayment of taxes or other liabilities of the Debtor, or otherwise arises under any contract or agreement, whether such right to payment is or is not already earned by performance, and howsoever such right to payment may be evidenced, together with all other rights and interests (including all liens and security interests) which Debtor may at any time have by law or agreement against any account Debtor or other obligor obligated to make any such payment or against any of the property of such Debtor or other obligor; all, including, but not limited to all present and future debt instruments, chattel paper, including all electronic chattel paper, accounts, loans, and obligations receivable and tax refunds, together with the proceeds of any and all of the foregoing property, and all now and hereafter existing books and records (in whatever form maintained) relating to the foregoing.

All inventory in all of its forms, wherever located, now or hereafter existing (including, but not limited to, (i) all raw materials and work in process, finished goods, and materials used or consumed in the manufacture or production of inventory, (ii) goods in which the Debtor has an interest in mass or a joint or other interest or right of any kind, and (iii) goods which are returned to or repossessed by the Debtor), and all accessions thereto, proceeds and products thereof and documents therefore (any and all such inventory, accessions, products and documents being the “inventory”), and all books and records (in whatever form maintained) relating to any of the foregoing described collateral.

All general intangibles of Debtor, whether now owned or hereafter acquired, including, but not limited to, applications for patents, copyrights, trademarks, trade secrets, good will, tradenames, customer lists, permits and franchises, the right to use Debtor’s name, and tax refunds.

Please Initial /s/ MG ___

Exhibit 10.5

CONTINUING UNLIMITED GUARANTY

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This Continuing Unlimited Guaranty (“Guaranty”) has been executed and unconditionally delivered to FIVE STAR BANK (“Bank”) by LEATHERSTOCKING PIPELINE COMPANY, LLC, a Pennsylvania limited liability company with an address of 330 West William Street, Corning, New York 14830 (the “Undersigned” or the “Guarantor”). The term “Undersigned” means each person or entity who has signed this Guaranty. If this Guaranty has been signed by more than one person or entity, then all obligations of the Undersigned under this Guaranty are joint and several.

In consideration of any extension of credit by Bank to LEATHERSTOCKING GAS COMPANY, LLC (“Borrower”), in consideration of prior extensions of credit by Bank to Borrower for other good consideration (receipt of which with Undersigned hereby acknowledges), the Undersigned hereby guarantees to Bank (jointly and severally if more than one person or entity signed this Guaranty), the full and prompt payment, when due, whether accelerated or not, of any and all indebtedness, liabilities and obligations of every nature and kind of Borrower to Bank, whether now existing or hereafter arising, direct or contingent, secured or unsecured, all of which is referred to below as the “Indebtedness”.

1. The Undersigned further guarantees and agrees to pay all costs, expenses and attorneys’ fees at any time paid or incurred by Bank in endeavoring to collect the Indebtedness or any part thereof and in and about the enforcement of this Guaranty.

2. This Guaranty is and is intended to be a continuing guaranty of payment of the Indebtedness (irrespective of the aggregate amount of the Indebtedness, or changes in the same from time to time), independent of and in addition to any other guaranty, endorsement or security held by Bank for payment of the Indebtedness or any part thereof. The Undersigned waives any and all subrogation rights that the Undersigned has had or may have against Borrower and against any property of Borrower. This Guaranty shall remain in full force and effect until Bank or its successors or assigns, shall actually receive full payment of the Indebtedness, together with unpaid interest accrued thereon and any costs incurred by the Bank.

3. If all or any part of the Indebtedness is not paid when due, the Undersigned hereby agrees to pay the same without requiring demand, protest or notice of nonpayment or notice of default to the Undersigned, to Borrower, or to any other person or entity, without proof of demand and without requiring Bank to resort first to Borrower or to any other guaranty, security or collateral which it may have or hold. The Undersigned hereby waives demand, presentment, protest and notice of nonpayment and protest to the Undersigned, to Borrower, or to any other person or entity; notice of acceptance hereof or assent hereto by Bank; notice that any Indebtedness has been incurred by Borrower to Bank; and notice in the change of the terms of payment of the Indebtedness or any part thereof, including but not limited to a change in the interest rate on any or all of the Indebtedness.

4. Upon Borrower’s failure to pay the Indebtedness (or any part thereof) when due, the Undersigned authorizes and empowers Bank, in addition to Bank’s other remedies, to charge any account of the Undersigned with the full amount then due on this Guaranty and to sell, at any broker’s board or at a public or private sale (with such notice, if any, required under the Uniform Commercial Code, to the Undersigned), any property of the Undersigned in the possession or custody of Bank and to apply the proceeds thereof to any balance due on the Indebtedness. Upon any such sale Bank may itself purchase the whole or any part of any property sold, free from any right of redemption, which right is hereby expressly waived and released. These rights do not modify or preclude Bank’s use of its common law

right of setoff.

5. The Undersigned also further agrees that Bank shall have the irrevocable right, in Bank’s sole discretion, with or without notice to the Undersigned, either before or after the institution of bankruptcy or other legal proceedings by or against the Undersigned or before or after receipt of written notice of the death of the Undersigned, to extend the time given for the payment of the Indebtedness, or any part thereof. Bank may accept one or more renewal notes for the Indebtedness (or any part thereof) which shall not be considered as new obligations but as extensions of the obligations renewed, and no such extensions shall discharge or in any manner affect the liability of the Undersigned, or the liability of the estate of the Undersigned under this Guaranty.

6. The liability of the Undersigned under this Guaranty shall not be affected or impaired by any acceptance by Bank of collateral for the payment of the Indebtedness, or any part thereof,or by any disposition of or failure, neglect or omission on the part of Bank to realize upon any of such collateral. Any collateral at any time held by or left with Bank for the payment of any or all of the Indebtedness, or upon which Bank may have a lien or security interest, may be exchanged, withdrawn or surrendered from time to time or otherwise dealt with by Bank without notice to or consent of the Undersigned to the same extent as though this Guaranty had not been given. Bank shall have the exclusive right to determine how, when and what application of payments and credits, if any, shall be made on the Indebtedness, or any part thereof, and may apply payments or credits to principal or interest or fees and expenses, as Bank sees fit. The Undersigned hereby agrees and consents that Bank shall have the right to make any agreement with Borrower and/or with any other entity or person liable for the payment of all or any part of the Indebtedness (including but not limited to other guarantors, if any) for the compounding, compromise, discharge or release of the Indebtedness or any part thereof, in whole or in part, or for any modification or alteration of any of the terms of the Indebtedness or any part thereof, including, but not limited to, a change in the interest rate, or a change in any contract between Bank and Borrower or any other entity or person, without notice to or consent of the Undersigned and without affecting the Undersigned’s obligations under this Guaranty to pay the Indebtedness in full. If more than one person or entity has signed this Guaranty, Bank shall also have the right, without notice to or consent of any of the Undersigned, to discharge or release one or more of the Undersigned from any obligation under this Guaranty, in whole or part, without in any way releasing, impairing or affecting its rights against the remaining of the Undersigned and without affecting the remainder of the Undersigned’s obligations under this Guaranty to pay the Indebtedness in full.

7. The Undersigned shall submit to the Bank financial information which must be received and approved by the Bank, in its sole discretion: (i) annual 10-K report which all attached schedules within 120 days after fiscal year end; (ii) quarterly 10-Q report which any attached schedules with 15 days after each quarter end; (iii) annual management-prepared financial statements, including balance sheet and income statement and accounts receivable and accounts payable aging within 120 days after fiscal year end; and (iv) quarterly management-prepared financial statements, including balance sheet and income statement and accounts receivable and accounts payable aging within 15 days after each quarter end.3

8. This Guaranty is absolute and unconditional and shall not be affected by any act or thing whatsoever except the payment in full of the Indebtedness. This is a guaranty of payment and not collection. The failure of any person or entity to sign this Guaranty shall not release or affect the liability of any signer hereof. This Guaranty has been unconditionally delivered to Bank by each of the persons or entities who have signed it.

9. If a claim is made upon Bank at any time for repayment or recovery of all or any part of the Indebtedness, or other value received by Bank from any source, in payment of or on account of the

Indebtedness or any part thereof, and Bank repays or otherwise becomes liable for all or any part of such claim by reason of (a) any judgment, decree, or order of any court or administrative body, or (b) any settlement or compromise of such claim or claims, the Undersigned shall remain liable to Bank hereunder for the amount so repaid or for which Bank is otherwise liable, to the same extent as if any such amounts had not been received by Bank, notwithstanding any return or destruction of the original of this Guaranty, or termination of this Guaranty, or cancellation of any note, bond or other instrument or obligation which evidences all or a portion of the Indebtedness, or delivery of any release to the Undersigned or to any of them or to Borrower or to any other entity or person.

10. This document is the final expression of this Guaranty of the Undersigned in favor of Bank, and is the complete and exclusive statement of the terms of this Guaranty. No course of prior dealings between the Undersigned or any of them and Bank, nor any usage of trade, nor any parol or extrinsic evidence of any nature or kind, shall be used or be relevant to supplement, explain or modify this Guaranty. The Undersigned’s execution of this Guaranty does not modify, impair or terminate Bank’s rights or the Undersigned’s obligations under existing guaranties, if any, previously executed and delivered to Bank by the Undersigned or by any of them in connection with obligations of Borrower to Bank. All such guaranties, if any, remain in full force and effect. The future execution and delivery by the Undersigned or by any of them of a Guaranty in favor of Bank shall not modify, impair or terminate Bank’s rights or the Undersigned’s obligations under this Guaranty.

11. All payments of principal or interest made by Borrower to Bank shall be deemed to have been made as agent for the Undersigned for the purpose of tolling the Statute of Limitations.

12. The Undersigned agrees to furnish, upon Bank’s demand, collateral satisfactory to Bank as security for this Guaranty, and to execute any documents requested by Bank in connection with furnishing collateral.

13. This Guaranty and every part hereof shall be binding upon the Undersigned and the heirs, executors, administrators, successors and assigns of the Undersigned including, but not limited to the estates of the Undersigned, and shall inure to the benefit of the Bank, and its successors and assigns.

14. This Guaranty cannot be modified or terminated, in whole or in part, orally and is governed by New York law. Any litigation involving this Guaranty shall, at Bank’s option, be triable only in a court located in Wyoming County, New York. THE UNDERSIGNED WAIVES THE RIGHT TO A JURY TRIAL IN ANY LITIGATION INVOLVING THIS GUARANTY AND IN ANY OTHER LITIGATION INVOLVING BANK AND THE UNDERSIGNED.

15. The Undersigned acknowledges to Bank that he has transacted business in New York State with regard to this Guaranty. All obligations of each of the Undersigned under this Guaranty are joint and several, including but not limited to the obligation to pay the Indebtedness in full. Whenever used in this Guaranty, neutral pronouns shall include the masculine and feminine gender as appropriate in the context, and singular terms shall be deemed in the plural when appropriate.

16. Hazardous Substances: The Guarantor confirms that there are not any flammable explosives, radon, radioactive materials, asbestos, asbestos-containing materials, urea formaldehyde foam insulation, lead-based paints, polychlorinated biphenyls, petroleum and petroleum products, methane, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials as defined in or subject to the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended (42 U.S.C. Sections 9601, et seq.), Articles 15 and 27 of the New York State Environmental Conservation Act or any other applicable Environmental Law and in the regulations adopted pursuant thereto at the Property securing the Indebtedness. Guarantor agrees to indemnify, defend, and hold harmless Bank from and against any and all liabilities, claims, damages, penalties, liens, expenditures,

losses, and charges including, but not limited to, all costs of investigation, monitoring, legal representation, remedial response, removal, restoration or permit acquisition, which may now or in the future be undertaken, suffered, paid, awarded, assessed, or otherwise incurred by Bank as a result of the presence or suspected presence of, release of or threatened release of hazardous substances on, in, under or near any property or improvements thereon, owned, leased or operated by Borrower or Guarantor. The liability of Guarantor to Bank under the covenants of this Section is not limited by any exculpatory provisions in any agreement in connection with the Indebtedness or collateral therefor and shall survive repayment of the Indebtedness or any transfer or termination of any agreement in connection with the Indebtedness or collateral therefor or this Guaranty regardless of the means of such transfer or termination.

IN WITNESS WHEREOF, the Undersigned has executed and unconditionally delivered this Guaranty to Bank at 55 North Main Street, Warsaw, New York 14569, on the date indicated in this acknowledgment effective as of August 27, 2014.

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Joseph P. Mirabito, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

STATE OF NEW YORK )

COUNTY OF STEUBEN ) ss.:

On the 27th day of August, in the year 2014, before me, the undersigned, a Notary Public in and for said State, personally appeared Michael I. German, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

/s/ Janis M. Smith

Notary Public

Exhibit 10.6

PLEDGE AND SECURITY AGREEMENT

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TO: FIVE STAR BANK

1. Definitions. In this Agreement, the words we, our, us, ours and Assignor mean each and all of those who sign it. The words you, your, yours and Bank mean FIVE STAR BANK

2 Purpose of Assignment. The purpose of this Assignment is to secure payment to the Bank of all Liabilities (as defined herein), and performance of all obligations in respect thereof, of LEATHERSTOCKING GAS COMPANY, LLC (hereinafter referred to as “Debtor”), whose address is 330 West William Street, Corning, New York 14830.

3. Assignment of Stock. For value received, we grant a security interest in and right of set-off to, and assign, transfer and pledge to you, your successors and assigns, all of our right, title and interest in and to the following limited liability company stock interest in our name (the “Assigned Stock”):

This Assignment shall cover all renewals of, additions to, substitutions for, interest on and proceeds of the Assigned Stock and all certificates, receipts or other instruments evidencing such Assigned Stock.

4. Meaning of Assignment. This Assignment gives you a collateral security interest in and all rights to the Assigned Stock, as defined under Article 9 of the Uniform Commercial Code of the State of New York, as that definition is amended from time to time, as if you were the owner of the Assigned Stock. In the case of any Default (as defined herein) under this Assignment, you may use the Assigned Stock to pay any and all Liabilities (as defined herein) of the Debtor to you. Any surplus money will be returned to us.

This Assignment is irrevocable.

5. Debts and Liabilities Covered. Obligations covered by this Assignment include all debts, liabilities and obligations of Debtor to you of every kind, nature and description, without regard to enforcement of any guaranty or any other obligations or security, and whether or not such debts, liabilities or obligations arise hereunder or otherwise, are now existing or hereafter incurred, matured or unmatured, direct or indirect, primary or secondary, secured or unsecured, joint or several, absolute or contingent, due or to become due, regardless of how the same may be evidenced, and whether participated to or from

Bank in whole or in part, and including any extensions and renewals thereof, or a part thereof, together with interest, fees, charges, expenses and cost of collection including reasonable attorney’s fees (hereinafter referred to as “Liabilities”).

6. Ownership of Assigned Stock. We represent and warrant that:

7. Delivery of Stock Documents. We agree to deliver to you any documents requested by you representing the Assigned Stock or your security interest in the Assigned Stock. Whenever any or all of the Liabilities are not paid or an Event of Default as described in Paragraph 12 occurs, you, in each such case, shall have the right, but not the duty, then or at any time or times thereafter, without notice to us, to liquidate the Assigned Stock and to use the same for purposes of liquidating all or any part of the Assigned Stock and to apply the liquidated funds to all or part of the Liability then due and payable and in such manner as you, in your sole discretion, may deem advisable.

8. Maturity. Upon maturity of Liability, any and all remaining Assigned Stock will be returned, return receipt requested, to the respective owner(s) of record.

9. Stock Liquidation. So long as this Assignment is in effect, we will not transact, convey, transfer or endorse the Assigned Stock without your prior written consent.

10. Protection of Assignment. We hereby irrevocably constitute and appoint you as our attorney-in-fact to act in our place in all matters concerning the Assigned Stock. You may take any steps that you believe are necessary to protect your rights in the Assigned Stock including the filing of UCC financing statements without our signature with regard to the Assigned Stock with appropriate local and state offices. Further, we agree (or, in our stead, you are authorized) to notify any other bank or fmancial institution holding the Assigned Stock, using the Notice of Assignment form, and obtain each such other institution’s acknowledgment of the Bank’s interest in the Assigned Stock on such form.

11. Default. Upon the occurrence of any Event of Default under this Assignment, you may apply all or any part of the Assigned Stock (up to the amount of this Assignment) in payment of the Liabilities. An “Event of Default” or a “Default” under this Assignment will take place if any of the following occurs:

12. Enforcement of Assignment. Upon the occurrence of any Event of Default as described in Paragraph 12, you may take, without notice to us, any steps necessary to collect on and to enforce your rights in the Assigned Stock. You may collect on the Assigned Stock even if you have other security for or other means of collecting the Liabilities of the Debtor. You may take any actions in our name or en our behalf to enforce this Assignment. We agree to pay all of your costs and expenses, including reasonable attorney’s fees, in the collection or enforcement of the Assignment or in realizing upon the Assigned Stock.

13. Your Rights. Without affecting our liability to you, as pledgor herein you may at any time do any of the following without notice to us:

Your rights, powers and remedies under or in respect of this Assignment shall be cumulative and not exclusive of any right or remedy you otherwise have. You may exercise your banker’s lien or right of set-off with respect to the Liabilities in the same manner as if the Liabilities were unsecured.

14. Security Interest. The security interest granted hereby is a continuing security interest and no notice of the creation or existence of any Liabilities or of any renewal, extension or modification thereof need be given to us. This security interest shall continue in effect notwithstanding that from time to time no secured Liabilities may exist; and this security interest shall be terminated only upon receipt by you of written notice of revocation by us or upon receipt of notice of our death, and in either of such events the security interest created hereby shall continue as to Liabilities then existing and as to any and all renewals, extensions or modifications thereof made after such events. We hereby expressly waive demand, presentment, protest and notice of dishonor on any and all of the Liabilities.

15. Failure to Exercise Rights. You may accept partial or late payments from the Debtor without forfeiting any of your rights under this Assignment. You may also delay or fail to exercise any rights against the Debtor or us without losing your ability to exercise those rights at any other time.

16. Changes To This Assignment. The terms of the Assignment cannot be changed unless you agree to the changes in writing. If any provision herein shall be deemed invalid, such provision shall be deemed omitted to the extent invalid, but the remainder of such provision and the remaining provisions hereof shall be given full effect.

17. Binding Effect. This Assignment will not be terminated by the incapacity, death or dissolution of us. It will be binding on our successors, representatives, heirs and/or assigns.

18. Governing Law. This Assignment shall be deemed to be a contract under the laws of the State of New York, and for all purposes shall be governed by and construed in accordance with the laws of said State. We consent to the personal Jurisdiction of all courts in the State of New York in any and all actions pertaining hereto and to service of process by certified or registered mail sent to our address set forth below or to any changed address of which we have given you notice.

IN WITNESS WHEREOF, we have caused this Assignment to be executed on August 27, 2014.

Exhibit 10.7

PLEDGE AND SECURITY AGREEMENT

* * * * * * * * * *

TO: FIVE STAR BANK

1. Definitions. In this Agreement, the words we, our, us, ours and Assignor mean each and all of those who sign it. The words you, your, yours and Bank mean FIVE STAR BANK.

2. Purpose of Assignment. The purpose of this Assignment is to secure payment to the Bank of all Liabilities (as defined herein), and performance of all obligations in respect thereof, of LEATHERSTOCKING PIPELINE COMPANY, LLC (hereinafter referred to as “Debtor”), whose address is 330 West William Street, Corning, New York 14830.

3. Assignment of Stock. For value received, we grant a security interest in and right of setoff to, and assign, transfer and pledge to you, your successors and assigns, all of our right, title and interest in and to the following limited liability company stock interest in our name (the “Assigned Stock”):

This Assignment shall cover all renewals of, additions to, substitutions for, interest on and proceeds of the Assigned Stock and all certificates, receipts or other instruments evidencing such Assigned Stock.

4. Meaning of Assignment. This Assignment gives you a collateral security interest in and all rights to the Assigned Stock, as defined under Article 9 of the Uniform Commercial Code of the State of New York, as that definition is amended from time to time, as if you were the owner of the Assigned Stock. In the case of any Default (as defined herein) under this Assignment, you may use the Assigned Stock to pay any and all Liabilities (as defined herein) of the Debtor to you. Any surplus money will be returned to us.

This Assignment is irrevocable.

5. Debts and Liabilities Covered. Obligations covered by this Assignment include all debts, liabilities and obligations of Debtor to you of every kind, nature and description, without regard to enforcement of any guaranty or any other obligations or security, and whether or not such debts, liabilities or obligations arise hereunder or otherwise, are now existing or hereafter incurred, matured or unmatured, direct or indirect, primary or secondary, secured or unsecured, joint or several, absolute or contingent, due or to become due, regardless of how the same may be evidenced, and whether participated to or from

Bank in whole or in part, and including any extensions and renewals thereof, or a part thereof, together with interest, fees, charges, expenses and cost of collection including reasonable attorney’s fees (hereinafter referred to as “Liabilities”).

6. Ownership of Assigned Stock. We represent and warrant that:

7. Delivery of Stock Documents. We agree to deliver to you any documents requested by you representing the Assigned Stock or your security interest in the Assigned Stock. Whenever any or all of the Liabilities are not paid or an Event of Default as described in Paragraph 12 occurs, you, in each such case, shall have the right, but not the duty, then or at any time or times thereafter, without notice to us, to liquidate the Assigned Stock and to use the same for purposes of liquidating all or any part of the Assigned Stock and to apply the liquidated funds to all or part of the Liability then due and payable and in such manner as you, in your sole discretion, may deem advisable.

8. Maturity. Upon maturity of Liability, any and all remaining Assigned Stock will be returned, return receipt requested, to the respective owner(s) of record.

9. Stock Liquidation. So long as this Assignment is in effect, we will not transact, convey, transfer or endorse the Assigned Stock without your prior written consent.

10. Protection of Assignment. We hereby irrevocably constitute and appoint you as our attorney-in-fact to act in our place in all matters concerning the Assigned Stock. You may take any steps that you believe are necessary to protect your rights in the Assigned Stock including the filing of UCC financing statements without our signature with regard to the Assigned Stock with appropriate local and state offices. Further, we agree (or, in our stead, you are authorized) to notify any other bank or financial institution holding the Assigned Stock, using the Notice of Assignment form, and obtain each such other institution’s acknowledgment of the Bank’s interest in the Assigned Stock on such form.

11. Default. Upon the occurrence of any Event of Default under this Assignment, you may apply all or any part of the Assigned Stock (up to the amount of this Assignment) in payment of the Liabilities. An “Event of Default” or a “Default” under this Assignment will take place if any of the following occurs:

12. Enforcement of Assignment. Upon the occurrence of any Event of Default as described in Paragraph 12, you may take, without notice to us, any steps necessary to collect on and to enforce your rights in the Assigned Stock. You may collect on the Assigned Stock even if you have other security for or other means of collecting the Liabilities of the Debtor. You may take any actions in our name or on our behalf to enforce this Assignment. We agree to pay all of your costs and expenses, including reasonable attorney’s fees, in the collection or enforcement of the Assignment or in realizing upon the Assigned Stock.

13. Your Rights. Without affecting our liability to you, as pledgor herein you may at any time do any of the following without notice to us:

Your rights, powers and remedies under or in respect of this Assignment shall be cumulative and not exclusive of any right or remedy you otherwise have. You may exercise your banker’s lien or right of set-off with respect to the Liabilities in the same manner as if the Liabilities were unsecured.

14. Security Interest. The security interest granted hereby is a continuing security interest and no notice of the creation or existence of any Liabilities or of any renewal, extension or modification thereof need be given to us. This security interest shall continue in effect notwithstanding that from time to time no secured Liabilities may exist and this security interest shall be terminated only upon receipt by you of written notice of revocation by us or upon receipt of notice of our death, and in either of such events the security interest created hereby shall continue as to Liabilities then existing and as to any and all renewals, extensions or modifications thereof made after such events. We hereby expressly waive demand, presentment, protest and notice of dishonor on any and all of the Liabilities.

15. Failure to Exercise Rights. You may accept partial or late payments from the Debtor without forfeiting any of your rights under this Assignment. You may also delay or fail to exercise any rights against the Debtor or us without losing your ability to exercise those rights at any other time.

16. Changes To This Assignment. The terms of the Assignment cannot be changed unless you agree to the changes in writing. if any provision herein shall be deemed invalid, such provision shall be deemed omitted to the extent invalid, but the remainder of such provision and the remaining provisions hereof shall be given full effect.

17. Binding Effect. This Assignment will not be terminated by the incapacity, death or dissolution of us. It will be binding on our successors, representatives, heirs and/or assigns.

18. Governing Law. This Assignment shall be deemed to be a contract under the laws of the State of New York, and for all purposes shall be governed by and construed in accordance with the laws of said State. We consent to the personal jurisdiction of all courts in the State of New York in any and all actions pertaining hereto and to service of process by certified or registered mail sent to our address set forth below or to any changed address of which we have given you notice.

IN WITNESS WHEREOF, we have caused this Assignment to be executed on August 27, 2014.