Common use of First Mortgage Bonds Clause in Contracts

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 Series A Bonds, execute and deliver on the date of issuance of the 2002 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and (a) The Issuer agrees with Issuer that it will, for if the purpose Additional Collateral or Credit Facility consists of providing security for the 2002 Series A First Mortgage Bonds, execute and deliver on the date of issuance of the 2002 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and (i) such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trusteeissued and delivered to, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of and held by the Trustee and shall be non-transferable(or, except subject to effect transfers to any successor trustee under Section 5.12 of the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation Trustee’s nominee) for the benefit of the Owners from time to time of the Bonds, and the Company to shall make payment with respect to the all payments of principal of and premium, if any, and interest on such First Mortgage Bonds to the Trustee as the registered owner thereof; (ii) the Indenture shall provide that the Trustee shall not sell, assign or transfer the First Mortgage Bonds shall be deemed satisfied and discharged as provided in except to a successor trustee under the Supplemental Indenture and the shall surrender First Mortgage Bonds to the Company Mortgage Trustee in accordance with the provisions of Section 4.09(d) and Section 4.10(b) hereof; and (iii) the Company may take such actions as it shall deem to be desirable to effect compliance with such restrictions on transfer, including the placing of an appropriate legend on each First Mortgage Bond and the issuance of stop-transfer instructions to the Company Mortgage Trustee or any other transfer agent under the Company Mortgage. (b) If the Additional Collateral or the Credit Facility consists of First Mortgage Bonds and any Bonds cease to secure in any manner be Outstanding (other than by reason of the 2002 Series A Bonds. As a result, payment of First Mortgage Bonds or by reason of the payment of principal of or interest on the Release DateBonds by the Provider and other than those Bonds in lieu of or in exchange or substitution for which other Bonds shall have been authenticated and delivered), the obligations under this Agreement Issuer shall become unsecured general obligations of the Company. The Company shall notify the Issuer and cause the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to surrender to the First Company Mortgage Trustee all a corresponding principal amount of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2001 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2001 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2001 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2001 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2001 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2001 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2001 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2001 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2001 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2007 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2007 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2007 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2007 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2007 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2007 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2007 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2007 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2007 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2001 Series A B Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2001 Series A B Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2001 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2001 Series A B Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2001 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2001 Series B Bond tendered for purchase, the acceleration of the maturity date of the 2001 Series B Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2001 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2001 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2000 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2000 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2000 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2000 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2000 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2000 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2000 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2000 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2000 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2001 Series A Bonds, execute and deliver on the date of issuance of the 2002 2001 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2001 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2001 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2001 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2001 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2001 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2001 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2001 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A BondsEffective Date, the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2002 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2002 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, Trustee and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2016 Series A Bonds, execute and deliver on to the date of issuance of the 2002 Series A Bonds, Trustee the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2016 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2016 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental IndentureFirst Mortgage Indenture Supplement, shall bear interest identically as provided in the case First Mortgage Indenture Supplement. Upon the occurrence of the 2002 Series A Bonds. Prior to the Release Date, in the event an Event of a default Default under Article ARTICLE IX of this Agreement or Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2016 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration acceleration, or otherwise, or a default in payment of the purchase price of any 2016 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2016 Series A Bonds (to the extent not already due and upon payable) as a consequence of such Event of Default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental IndentureFirst Mortgage Indenture Supplement. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2016 Series A Bonds, whether at maturity or prior to before maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2016 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2001 Series A B Bonds, execute and deliver on the date of issuance of the 2002 2001 Series A B Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2001 Series A B Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2001 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2001 Series A B Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2001 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2001 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2001 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2001 Series A B Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2003 Series A Bonds, execute and deliver on the date of issuance of the 2002 2003 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2003 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2003 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2003 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2003 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2003 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2003 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2003 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company, subject, however to Section 7.9. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2004 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2004 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2004 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2004 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2004 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2004 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2004 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2004 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2004 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2006 Series A C Bonds, execute and deliver on the date of issuance of the 2002 2006 Series A C Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2006 Series A C Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2006 Series A C Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2006 Series A C Bonds. Prior to the Release Date, in the event of a default under Article ARTICLE IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2006 Series A C Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental IndentureIndenture at the rate of interest of the 2006 Series C Bonds and principal and interest thereon will be payable at the same time and in the same manner in which such amounts are payable with respect to the 2006 Series C Bonds, whether on schedule, at maturity, by redemption, by acceleration or otherwise. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2006 Series A C Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2006 Series A C Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2006 Series A C Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company, subject, however to Section 7.9. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2002 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2002 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it willTo evidence the loan to the Borrower, for the purpose Borrower shall deliver to the Authority the First Mortgage Bonds. In order to secure the repayment of providing security for the 2002 Series A Bonds, execute simultaneously with the issuance and deliver on the date of issuance delivery of the 2002 Series A Bonds, the Authority through the Indenture shall assign its interests in the First Mortgage Bonds to Trustee the Trustee, subject to its Reserved Rights. The First 2716988.7 Mortgage Bonds shall be in aggregate substantially the form set forth as Exhibit B hereto, with such variations in principal amount not less than the aggregate principal amount amounts, interest rates, interest payment and maturity dates and prepayment or redemption provisions as may be necessary to correspond to such provisions of the 2002 Series A BondsBonds issued by the Authority. The First Mortgage Bonds shall mature as shall: (a) be payable to principal identically as the Trustee, registered in the case name of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth be non transferable except to a successor Trustee; (b) be issued in the Supplemental Indenture, shall bear interest identically as number of series and in the case of the 2002 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount amounts equal to the aggregate principal amount of each series of the 2002 Series A Bonds; (c) provide for payments of interest equal to the payments of interest on the Bonds so surrendered except that the Borrower shall receive a cash credit against its interest obligations equal to (i) accrued interest on the Bonds deposited with the Trustee at the time of issuance of the Bonds, if any, and cancelled or (ii) such other moneys held at the time of such interest payment date by the Trustee in the Bond Fund created under the Indenture and available for the payment of which provision has been made shall be deemed fully paid and interest on such Bonds, provided that the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of interest rate on the First Mortgage Bonds shall be registered where there has been a default in the name payment of Trustee and shall principal will be non-transferableas provided in the Mortgage Indenture; (d) require payments of principal, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement or principal plus a premium, equal to the contrarystated maturities on the Bonds and the payment of all other amounts due under this Loan Agreement; (e) contain redemption provisions, from and after the Release Date, the obligation or provisions in respect of the Company to make payment with respect to the acceleration or prepayment of principal of and premium, if any, and interest equivalent to the redemption provisions of the Bonds; and (f) require all payments on the such First Mortgage Bonds shall to be deemed satisfied and discharged as provided in made at the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, same time on the Release Date, due date for the obligations under this Agreement shall become unsecured general obligations of corresponding payment to be made on the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 Series A B Bonds, execute and deliver on the date of issuance of the 2002 Series A B Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 Series A B Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 Series A B Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A B Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2002 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2002 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, Trustee and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2000 Series A Bonds, execute and deliver on the date of issuance of the 2002 2000 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2000 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2000 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2000 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2000 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2000 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2000 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2000 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees The Borrower, at its option, may at any time secure the Bonds with Issuer that it willfirst mortgage bonds of the Borrower of a like principal amount, for bearing (i) the purpose indenture of providing security for mortgage shall permit the 2002 Series A Bonds, execute and deliver on the date of issuance of additional first mortgage bonds thereunder, equally and ratably secured by the 2002 Series A Bondslien thereof, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in same extent as the Supplemental Indenture, shall bear interest identically as in Borrower was permitted to issue Funded Debt by the case of the 2002 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX terms of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage TrusteeBonds, and shall be cancelled not limit the creation by the First Mortgage Trustee. All Borrower of indebtedness other than first mortgage bonds; and (ii) the indenture shall not prohibit liens on Capital Properties of the First Mortgage Bonds shall be registered in Borrower junior to the name lien of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenturesaid indenture. Notwithstanding anything in this Agreement herein to the contrary, from the Borrower may not issue or permit to remain outstanding any first mortgage bonds unless the Bonds are fully secured by same. (a) The Borrower shall give at least 30 days' written notice to the Trustee, by registered or certified mail, of the effective date of such securing of Bonds with first mortgage bonds, specifying the effective date. (b) Prior to or on the effective date of the issue of first mortgage bonds, and after as a condition to the Release Dateeffectiveness of such issue, the obligation indenture of mortgage shall be duly recorded, and financing statements shall be duly filed in respect thereof, to the extent required by law to perfect the lien of the Company to make payment with respect mortgage in the Capital Properties, and the Borrower shall deliver to the principal of and premium, if any, and interest on trustee for the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer first mortgage bonds and the Trustee in writing promptly upon an opinion of counsel (who may be counsel to the occurrence Borrower) satisfactory to the Trustee as to the validity and binding effect of the Release Date. Upon receiving written notice first mortgage bonds and indenture of mortgage and the title of the Release Date from Borrower to its Capital Properties free and clear of all encumbrances except those permitted by the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.indenture. <PAGE> 47

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2000 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2000 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2000 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2000 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2000 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2000 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2000 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2000 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2000 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, Trustee and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2007 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2007 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2007 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2007 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2007 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2007 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2007 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2007 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2007 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2004 Series A Bonds, execute and deliver on the date of issuance of the 2002 2004 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2004 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2004 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2004 Series A Bonds. Prior to the Release Date, in the event of a default under Article ARTICLE IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2004 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2004 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2004 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2004 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company, subject, however to Section 7.9. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2017 Series A Bonds, execute and deliver on to the date of issuance of the 2002 Series A Bonds, Trustee the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2017 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2017 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental IndentureFirst Mortgage Indenture Supplement, shall bear interest identically as provided in the case First Mortgage Indenture Supplement. Upon the occurrence of the 2002 Series A Bonds. Prior to the Release Date, in the event an Event of a default Default under Article ARTICLE IX of this Agreement or Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2017 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration acceleration, or otherwise, or a default in payment of the purchase price of any 2017 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2017 Series A Bonds (to the extent not already due and upon payable) as a consequence of such Event of Default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental IndentureFirst Mortgage Indenture Supplement. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2017 Series A Bonds, whether at maturity or prior to before maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2017 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2001 Series A Bonds, execute and deliver on the date of issuance of the 2002 2001 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2001 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2001 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2001 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2001 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2001 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2001 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2001 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2005 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2005 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2005 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2005 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2005 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2005 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2005 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2005 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2005 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it willThe Company, for the purpose of providing security for the 2002 2007 Series A B Bonds, execute has executed and deliver delivered to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2007 Series A B Bonds. The First Mortgage Bonds are in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2007 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2007 Series A B Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2007 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2007 Series B Bond tendered for purchase, the acceleration of the maturity date of the 2007 Series B Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2007 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2007 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 Series A B Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 Series A B Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 Series A B Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2002 Series B Bond tendered for purchase, the acceleration of the maturity date of the 2002 Series B Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, Trustee and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2005 Series A Bonds, execute and deliver on the date of issuance of the 2002 2005 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2005 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2005 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2005 Series A Bonds. Prior to the Release Date, in the event of a default under Article ARTICLE IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2005 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental IndentureIndenture at the rate of interest of the 2005 Series A Bonds and principal and interest thereon will be payable at the same time and in the same manner in which such amounts are payable with respect to the 2005 Series A Bonds, whether on schedule, at maturity, by redemption, by acceleration or otherwise. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2005 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2005 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2005 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company, subject, however to Section 7.9. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2005 Series A B Bonds, execute and deliver on the date of issuance of the 2002 2005 Series A B Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2005 Series A B Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2005 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2005 Series A B Bonds. Prior to the Release Date, in the event of a default under Article ARTICLE IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2005 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental IndentureIndenture at the rate of interest of the 2005 Series B Bonds and principal and interest thereon will be payable at the same time and in the same manner in which such amounts are payable with respect to the 2005 Series B Bonds, whether on schedule, at maturity, by redemption, by acceleration or otherwise. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2005 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2005 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2005 Series A B Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company, subject, however to Section 7.9. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2007 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2007 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2007 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2007 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2007 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2007 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2007 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2007 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2007 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 Series A C Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 Series A C Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 Series A C Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 Series A C Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A C Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2002 Series C Bond tendered for purchase, the acceleration of the maturity date of the 2002 Series C Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A C Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A C Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants (a) Concurrently with the issuance and agrees with delivery by the Issuer that it will, for of the purpose of providing security for the 2002 Series A Bonds, execute and in order to evidence the payment obligation of the Company under Section 4.2 hereof, the Company shall issue and deliver on to the date Issuer a series of issuance of the 2002 Series A Bonds, the First Mortgage Bonds to Trustee (i) maturing on the stated maturity date of the Bonds, (ii) in aggregate a principal amount not less than equal to the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case plus ______ months' (___/12) of the 2002 Series A Bonds andannual interest on the Bonds, upon (iii) containing redemption provisions correlative to any provisions of the giving of a Redemption Demand Indenture relating to the First Mortgage Bonds requiring mandatory redemption thereof, (iv) requiring payments to be made to the Trustee and completion of other conditions precedent set forth in for the Supplemental Indenture, shall bear interest identically as in the case account of the 2002 Series A Bonds. Prior Issuer, and (v) bearing no interest. (b) The obligation of the Company to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in make any payment of the principal ofof or premium, if any, on the First Mortgage Bonds, whether at maturity, upon redemption or otherwise, shall be reduced by the amount of any reduction under the Indenture of the amount of the corresponding payment required to be made by the Issuer thereunder in respect of the principal of or premium, if any, or interest on the 2002 Series A Bonds as and when Bonds. (c) The Issuer shall not sell, assign or transfer the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee Bonds, except to the extent provided in Section 4.4 hereof. In view of a Redemption Demand from Trusteethe pledge and assignment referred to in said Section 4.4, the Issuer agrees that (i) in satisfaction of the obligations of the Company set forth in paragraph (b) of this Section with respect to the Bonds, the First Mortgage Bonds shall bear interestbe issued and delivered to, registered in the name of, and principal and interest thereon will be payable in accordance with held by the provisions specified in Trustee for the Supplemental Indenture. Upon payment benefit of the principal ofowners and holders from time to time of the Bonds; (ii) the Indenture shall provide that the Trustee shall not sell, premium, if anyassign or transfer the First Mortgage Bonds except to a successor trustee under the Indenture, and interest on any of shall surrender First Mortgage Bonds to the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made Company Mortgage Trustee in accordance with the provisions of Article VIII subsection (e) of this Section; and (iii) the Company may take such actions as it shall deem to be desirable to effect compliance with such restrictions on transfer, including the placing of an appropriate legend on each First Mortgage Bond and the issuance of stop-transfer instructions to the Company Mortgage Trustee or any other transfer agent under the Company Mortgage. Any action taken by the Trustee in accordance with the provisions of Section 5.9 of the Indenture, Indenture shall be binding upon the Company. (d) At the time any Bonds cease to be outstanding (other than by reason of the payment or redemption of First Mortgage Bonds and other than by reason of the applicability of clause (b) in an amount equal the definition of "outstanding" herein), the Issuer shall cause the Trustee to surrender to the aggregate Company Mortgage Trustee a corresponding principal amount of First Mortgage Bonds, plus, in the 2002 Series A Bonds so surrendered and cancelled or for case of the payment Bonds, a principal amount of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee equal to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All ______ months' (__/12) of the First Mortgage Bonds shall be registered annual interest payable in respect of such series. (e) For the name purpose of Trustee and shall be non-transferable, except to effect transfers to determining whether or not any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation payment of the Company to make payment with respect to the principal of and or premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided have been made in full, any moneys paid by the Supplemental Indenture and Company in respect of the First Mortgage Bonds which shall cease have been withdrawn by the Trustee from the Bond Fund pursuant to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations Section 10.2 of the Company. The Indenture shall be deemed to have been paid by the Company shall notify the Issuer and to the Trustee pursuant to Section 4.5 hereof and not to have been paid by the Company in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all respect of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 Series A C Bonds, execute and deliver on the date of issuance of the 2002 Series A C Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 Series A C Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 Series A C Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 Series A C Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A C Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A C Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A C Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A C Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2006 Series A B Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2006 Series A B Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2006 Series A B Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2006 Series A B Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2006 Series A B Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2006 Series B Bond tendered for purchase, the acceleration of the maturity date of the 2006 Series B Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2006 Series A B Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2006 Series A B Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, Trustee and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants The parties hereto acknowledge and agrees with Issuer agree that it will(i) the Collateral Agent and the Administrative Agent are hereby authorized by the Lenders to give to the trustees under the Indentures notices (and other information) and to take such other actions as are required by, for or specified in, the purpose of providing security for the 2002 Series A Bonds, execute and deliver Supplemental Indentures (as in effect on the date of issuance hereof or as may be amended from time to time with the consent of the 2002 Series A Bonds, Administrative Agent and the Collateral Agent) and/or the Bond Delivery Agreement to be given or taken by them (and the Collateral Agent and the Administrative Agent agree to comply with such terms) and (ii) the Collateral Agent shall have such rights under and in respect of the First Mortgage Bonds and the Indentures as are provided or referred to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of Bond Delivery Agreement (including voting rights referred to in Sections 4.1 and 6.1 thereof). Payments actually received by the 2002 Series A Bonds and, upon the giving of a Redemption Demand Collateral Agent with respect to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 Series A Bonds. Prior to the Release Date, in the event of a default under Article IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee turned over to the First Mortgage Trustee, Administrative Agent and shall be cancelled distributed by the First Mortgage Trustee. All of Administrative Agent, in accordance with the First Mortgage Bonds shall be registered terms hereof, as follows, (i) in the name case of Trustee and shall be non-transferable, except to effect transfers to any successor trustee payment actually received under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the Revolving Credit First Mortgage Bonds, to the Revolving Credit Lenders (and, in the case of amounts constituting cash collateral for outstanding Letters of Credit, to the Administrative Agent) pro rata in payment of the Obligations constituting the basis upon which such payment was calculated and made and (ii) in the case of any payment actually received under the Term Loan First Mortgage Bonds, to the Term Loan Lenders pro rata in payment of the Obligations constituting the basis upon which such payment was calculated and made. Notwithstanding the foregoing, in the event that any costs, expenses or losses of the Administrative Agent or the Collateral Agent in connection with the Loan Documents or their respective administration or enforcement (or any other amount for which demand for indemnification may be made pursuant to Section 9.7) are then outstanding (and without in any way adversely affecting the Borrower’s obligations pursuant to Section 10.6 or otherwise), the Administrative Agent (on behalf of itself or the Collateral Agent) shall have the right in its sole discretion to deduct from such proceeds for such outstanding amounts to the extent permitted and in accordance with Section 9.7.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2003 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2003 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2003 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2003 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2003 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2003 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2003 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2003 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2003 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. The Company covenants and agrees with the Issuer that it will, for the purpose of providing security for the 2002 2008 Series A Bonds, execute and deliver to the Trustee on the date of issuance of the 2002 Series A Bonds, Effective Date the First Mortgage Bonds to Trustee in aggregate principal amount not less than equal to the aggregate principal amount of the 2002 2008 Series A Bonds. The First Mortgage Bonds shall be in full force and effect from and after the Effective Date and shall mature as to principal identically as in the case of the 2002 2008 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental First Mortgage Indenture, shall bear interest identically as in the case of the 2002 2008 Series A Bonds. Prior to Following the Release Effective Date, in upon the occurrence of an event of a default under Article ARTICLE IX of this Agreement or Agreement, as amended by the Amendment No. 1 to Loan Agreement, that has resulted in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2008 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, or a default in payment of the purchase price of any 2008 Series A Bond tendered for purchase, the acceleration of the maturity date of the 2008 Series A Bonds (to the extent not already due and upon payable) as a consequence of such event of default and the receipt by the First Mortgage Trustee of a Redemption Demand from the Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable payable, in accordance with the provisions specified in the Supplemental First Mortgage Indenture. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2008 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, the Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2008 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of the Company thereunder terminated and such First Mortgage Bonds shall be surrendered by the Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of the Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company. The Company shall notify the Issuer and the Trustee in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.

First Mortgage Bonds. Company covenants and agrees with Issuer that it will, for the purpose of providing security for the 2002 2005 Series A Bonds, execute and deliver on the date of issuance of the 2002 2005 Series A Bonds, the First Mortgage Bonds to Trustee in aggregate principal amount not less than the aggregate principal amount of the 2002 2005 Series A Bonds. The First Mortgage Bonds shall mature as to principal identically as in the case of the 2002 2005 Series A Bonds and, upon the giving of a Redemption Demand to the First Mortgage Trustee and completion of other conditions precedent set forth in the Supplemental Indenture, shall bear interest identically as in the case of the 2002 2005 Series A Bonds. Prior to the Release Date, in the event of a default under Article ARTICLE IX of this Agreement or in the event of a default in payment of the principal of, premium, if any, or interest on the 2002 2005 Series A Bonds as and when the same come due, whether at maturity, by purchase, redemption, acceleration or otherwise, and upon receipt by First Mortgage Trustee of a Redemption Demand from Trustee, the First Mortgage Bonds shall bear interest, and principal and interest thereon will be payable in accordance with the provisions specified in the Supplemental IndentureIndenture at the rate of interest of the 2005 Series A Bonds and principal and interest thereon will be payable at the same time and in the same manner in which such amounts are payable with respect to the 2005 Series A Bonds, whether on schedule, at maturity, by redemption, by acceleration or otherwise. Upon payment of the principal of, premium, if any, and interest on any of the 2002 2005 Series A Bonds, whether at maturity or prior to maturity by redemption or otherwise, and the surrender thereof to, and cancellation thereof by, Trustee, or upon provision for the payment thereof having been made in accordance with the provisions of Article ARTICLE VIII of the Indenture, First Mortgage Bonds in an amount equal to the aggregate principal amount of the 2002 2005 Series A Bonds so surrendered and cancelled or for the payment of which provision has been made shall be deemed fully paid and the obligations of Company thereunder terminated and such First Mortgage Bonds shall be surrendered by Trustee to the First Mortgage Trustee, and shall be cancelled by the First Mortgage Trustee. All of the First Mortgage Bonds shall be registered in the name of Trustee and shall be non-transferable, except to effect transfers to any successor trustee under the Indenture. Notwithstanding anything in this Agreement to the contrary, from and after the Release Date, the obligation of the Company to make payment with respect to the principal of and premium, if any, and interest on the First Mortgage Bonds shall be deemed satisfied and discharged as provided in the Supplemental Indenture and the First Mortgage Bonds shall cease to secure in any manner the 2002 2005 Series A Bonds. As a result, on the Release Date, the obligations under this Agreement shall become unsecured general obligations of the Company, subject, however to Section 7.9. The Company shall notify the Issuer Issuer, the Trustee and the Trustee Bond Insurer in writing promptly upon the occurrence of the Release Date. Upon receiving written notice of the Release Date from the Company, the Trustee shall deliver for cancellation to the First Mortgage Trustee all of the First Mortgage Bonds.