Common use of Payment of the Securities Clause in Contracts

Payment of the Securities. (a) The Company shall pay the principal of and interest (including interest accruing on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding) on the Securities on the dates and in the manner provided in the Securities or pursuant to this Indenture. An installment of principal or interest shall be considered paid on the applicable date due if on such date the Trustee or the Paying Agent holds, in accordance with this Indenture, money sufficient to pay all of such installment then due. The Company shall pay interest on overdue principal and interest on overdue installments of interest (including interest accruing during an Extension Period (as hereinafter defined) and/or on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding), to the extent lawful, at the rate per annum borne by the Securities in default, which interest on overdue interest shall accrue from the date such amounts became overdue, or from such other date as may be specified in the Securities. (b) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, if before an event occurs which, under the terms of the Series A Preferred Securities, results in a distribution of Series A Securities to the holders of the Series A Preferred Securities in liquidation of their interests in Met-Ed Capital, the Company makes a payment under the Guarantee, the Company shall receive a credit for any payment it makes (i) in lieu of a periodic distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay interest on the Series A Securities in the amount of such payment and (ii) in lieu of a liquidation or redemption distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay the principal of the Series A Securities in the amount of such payment. The Company shall notify the Trustee and the Holders of any credit to which it is entitled hereunder. (c) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, the Company shall have the right in its sole and absolute discretion at any time and from time to time while the Series A Securities are outstanding, so long as an Event of Default has not occurred and is not continuing, to extend the interest payment period for up to 60 consecutive months, but not beyond the Stated Maturity or Redemption Date of such Securities, provided that at the end of each such period (referred to herein as an "Extension Period") the Company shall pay all interest then accrued and unpaid (together with interest thereon at the rate specified in the title of the Series A Securities to the extent permitted by applicable law); and provided that, during any such Extension Period, neither the Company nor any Subsidiary, (i) shall declare or pay any dividend on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock (other than dividends paid to the Company by a Wholly Owned Subsidiary), or (ii) pay any interest on any Securities of any other series then outstanding. Prior to the termination of an Extension Period, the Company may shorten or may further extend the interest payment period, provided that such Extension Period together with all such further extensions may not exceed 60 consecutive months. If Met-Ed Capital is the sole holder of the Securities, the Company shall give Met-Ed Capital notice of its selection of such extended interest payment period one Business Day prior to the earlier of (i) the date any distributions on Preferred Securities are payable or (ii) the date Met-Ed Capital is required to give notice to any national securities exchange on which the Preferred Securities are listed or other applicable self-regulatory organization or to the holders of the Preferred Securities of the record date or the date such distribution is payable, but in any event not less than one Business Day prior to such record date. The Company shall cause Met-Ed Capital to give notice of the Company's selection of such extended interest payment period to the holders of the Preferred Securities. If Met-Ed Capital shall not be the sole holder of the Securities, the Company will give the holders of the Securities notice of its selection of such extended interest payment period ten Business Days prior to the earlier of (i) the Interest Payment Date or (ii) the date the Company is required to give notice of the record or payment date of such related interest payment to any national securities exchange on which the Securities are then listed or other applicable self-regulatory organization or to holders of the Securities, but in any event not less than two Business Days prior to such record date. The Company shall give or cause the Trustee to give such notice of the Company's selection of such extended interest payment period to the Holders. (d) If and when Met-Ed Capital is required to pay any federal, state or local taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes), then the Company shall pay additional interest ("Additional Interest") on the Securities in such amounts as shall be required so that the net amounts received and retained by Met-Ed Capital as a Securityholder after paying such taxes, duties, assessments or charges will not be less than the amounts that Met-Ed Capital as a Securityholder would have received had no such taxes, duties, assessments or charges been imposed. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences. (e) If and when Met-Ed Capital redeems the Series A Preferred Securities in accordance with their terms, the Series A Securities shall become due and payable in a principal amount equal to the aggregate stated liquidation preference of such Series A Preferred Securities, together with all accrued and unpaid interest, including Additional Interest, if any, and accrued interest thereon to the date of payment. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences.

Payment of the Securities. (a) The Company shall pay the principal of and interest (including interest accruing on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding) on the Securities on the dates and in the manner provided in the Securities or pursuant to this Indenture. An installment of principal or interest shall be considered paid on the applicable -20- date due if on such date the Trustee or the Paying Agent holds, in accordance with this Indenture, money sufficient to pay all of such installment then due. The Company shall pay interest on overdue principal and interest on overdue installments of interest (including interest accruing during an Extension Period (as hereinafter defined) and/or on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding), to the extent lawful, at the rate per annum borne by the Securities in default, which interest on overdue interest shall accrue from the date such amounts became overdue, or from such other date as may be specified in the Securities. (b) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, if before an event occurs which, under the terms of the Series A Preferred Securities, results in a distribution of Series A Securities to the holders of the Series A Preferred Securities in liquidation of their interests in Met-Ed Capital, the Company makes a payment under the Guarantee, the Company shall receive a credit for any payment it makes (i) in lieu of a periodic distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay interest on the Series A Securities in the amount of such payment and (ii) in lieu of a liquidation or redemption distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay the principal of the Series A Securities in the amount of such payment. The Company shall notify the Trustee and the Holders of any credit to which it is entitled hereunder. (c) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, the Company shall have the right in its sole and absolute discretion at any time and from time to time while the Series A Securities are outstanding, so long as an Event of Default has not occurred and is not continuing, to extend the interest payment period for up to 60 20 consecutive monthsquarterly periods, but not beyond the Stated Maturity or Redemption Date of such Securities, provided that at the end of each such period (referred to herein as an "Extension Period") the Company shall pay all interest then accrued and unpaid (together with interest thereon at the rate specified in the title of the Series A Securities to the extent permitted by applicable law); and provided that, during any such Extension Period, neither the Company nor any Subsidiary, (i) shall declare or pay any dividend on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock (other than dividends paid to the Company by a Wholly Owned Subsidiary)) or make any guarantee payments with respect to the foregoing, or (ii) pay make any interest on interest, principal or premium payment or repurchase or redeem any Securities of any other series then outstandingits debt securities that rank equal with or junior to the Series A Securities. Prior to the termination of an Extension Period, the Company may shorten or may further extend the interest payment period, provided that such Extension Period together with all such further extensions may -21- not exceed 60 20 consecutive monthsquarterly periods. If Met-Ed Capital is the sole holder of the Securities, the Company shall give Met-Ed Capital notice of its selection of such extended interest payment period one Business Day prior to the earlier of (i) the date any distributions on Preferred Securities are payable or (ii) the date Met-Ed Capital is required to give notice to any national securities exchange on which the Preferred Securities are listed or other applicable self-regulatory organization or to the holders of the Preferred Securities of the record date or the date such distribution is payable, but in any event not less than one Business Day prior to such record date. The Company shall cause Met-Ed Capital to give notice of the Company's selection of such extended interest payment period to the holders of the Preferred Securities. If Met-Ed Capital shall not be the sole holder of the Securities, the Company will give the holders of the Securities notice of its selection of such extended interest payment period ten Business Days prior to the earlier of (i) the Interest Payment Date or (ii) the date the Company is required to give notice of the record or payment date of such related interest payment to any national securities exchange on which the Securities are then listed or other applicable self-regulatory organization or to holders of the Securities, but in any event not less than two Business Days prior to such record date. The Company shall give or cause the Trustee to give such notice of the Company's selection of such extended interest payment period to the Holders. (d) If and when Met-Ed Capital is required to pay any federal, state or local taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes), then the Company shall pay additional interest ("Additional Interest") on the Securities in such amounts as shall be required so that the net amounts received and retained by Met-Ed Capital as a Securityholder after paying such taxes, duties, assessments or charges will not be less than the amounts that Met-Ed Capital as a Securityholder would have received had no such taxes, duties, assessments or charges been imposed. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences. (e) If and when Met-Ed Capital redeems the Series A Preferred Securities in accordance with their terms, the Series A Securities shall become due and payable in a principal amount equal to the aggregate stated liquidation preference of such Series A Preferred Securities, together with all accrued and unpaid interest, including Additional Interest, if any, and accrued interest thereon to the date of payment. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences.

Payment of the Securities. (a) The Company shall pay the principal of and interest (including interest accruing on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding) on the Securities on the dates and in the manner provided in the Securities or pursuant to this Indenture. An installment of principal or interest shall be considered paid on the applicable date due if on such date the Trustee or the Paying Agent holds, in accordance with this Indenture, money sufficient to pay all of such installment then due. The Company shall pay interest on overdue principal and interest on overdue installments of interest (including interest accruing during an Extension Period (as hereinafter defined) and/or on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding), to the extent lawful, at the rate per annum borne by the Securities in default, which interest on overdue interest shall accrue from the date such amounts became overdue, or from such other date as may be specified in the Securities. (b) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, if before an event occurs which, under the terms of the Series A Preferred Securities, results in a distribution of Series A Securities to the holders of the Series A Preferred Securities in liquidation of their interests in Met-Ed Penelec Capital, the Company makes a payment under the Guarantee, the Company shall receive a credit for any payment it makes (i) in lieu of a periodic distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay interest on the Series A Securities in the amount of such payment and (ii) in lieu of a liquidation or redemption distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay the principal of the Series A Securities in the amount of such payment. The Company shall notify the Trustee and the Holders of any credit to which it is entitled hereunder. (c) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, the Company shall have the right in its sole and absolute discretion at any time and from time to time while the Series A Securities are outstanding, so long as an Event of Default has not occurred and is not continuing, to extend the interest payment period for up to 60 consecutive months, but not beyond the Stated Maturity or Redemption Date of such Securities, provided that at the end of each such period (referred to herein as an "Extension Period") the Company shall pay all interest then accrued and unpaid (together with interest thereon at the rate specified in the title of the Series A Securities to the extent permitted by applicable law); and provided that, during any such Extension Period, neither the Company nor any Subsidiary, (i) shall declare or pay any dividend on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock (other than dividends paid to the Company by a Wholly Owned Subsidiary), or (ii) pay any interest on any Securities of any other series then outstanding. Prior to the termination of an Extension Period, the Company may shorten or may further extend the interest payment period, provided that such Extension Period together with all such further extensions may not exceed 60 consecutive months. If Met-Ed Penelec Capital is the sole holder of the Securities, the Company shall give Met-Ed Penelec Capital notice of its selection of such extended interest payment period one Business Day prior to the earlier of (i) the date any distributions on Preferred Securities are payable or (ii) the date Met-Ed Penelec Capital is required to give notice to any national securities exchange on which the Preferred Securities are listed or other applicable self-regulatory organization or to the holders of the Preferred Securities of the record date or the date such distribution is payable, but in any event not less than one Business Day prior to such record date. The Company shall cause Met-Ed Penelec Capital to give notice of the Company's selection of such extended interest payment period to the holders of the Preferred Securities. If Met-Ed Penelec Capital shall not be the sole holder of the Securities, the Company will give the holders of the Securities notice of its selection of such extended interest payment period ten Business Days prior to the earlier of (i) the Interest Payment Date or (ii) the date the Company is required to give notice of the record or payment date of such related interest payment to any national securities exchange on which the Securities are then listed or other applicable self-regulatory organization or to holders of the Securities, but in any event not less than two Business Days prior to such record date. The Company shall give or cause the Trustee to give such notice of the Company's selection of such extended interest payment period to the Holders. (d) If and when Met-Ed Penelec Capital is required to pay any federal, state or local taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes), then the Company shall pay additional interest ("Additional Interest") on the Securities in such amounts as shall be required so that the net amounts received and retained by Met-Ed Penelec Capital as a Securityholder after paying such taxes, duties, assessments or charges will not be less than the amounts that Met-Ed Penelec Capital as a Securityholder would have received had no such taxes, duties, assessments or charges been imposed. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences. (e) If and when Met-Ed Penelec Capital redeems the Series A Preferred Securities in accordance with their terms, the Series A Securities shall become due and payable in a principal amount equal to the aggregate stated liquidation preference of such Series A Preferred Securities, together with all accrued and unpaid interest, including Additional Interest, if any, and accrued interest thereon to the date of payment. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences.

Payment of the Securities. (a) The Company shall pay the principal of and interest (including interest accruing on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding) on the Securities on the dates and in the manner provided in the Securities or pursuant to this Indenture. An installment of -19- principal or interest shall be considered paid on the applicable date due if on such date the Trustee or the Paying Agent holds, in accordance with this Indenture, money sufficient to pay all of such installment then due. The Company shall pay interest on overdue principal and interest on overdue installments of interest (including interest accruing during an Extension Period (as hereinafter defined) and/or on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding), to the extent lawful, at the rate per annum borne by the Securities in default, which interest on overdue interest shall accrue from the date such amounts became overdue, or from such other date as may be specified in the Securities. (b) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, if before an event occurs which, under the terms of the Series A Preferred Securities, results in a distribution of Series A Securities to the holders of the Series A Preferred Securities in liquidation of their interests in Met-Ed Penelec Capital, the Company makes a payment under the Guarantee, the Company shall receive a credit for any payment it makes (i) in lieu of a periodic distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay interest on the Series A Securities in the amount of such payment and (ii) in lieu of a liquidation or redemption distribution to the holders of the Series A Preferred Securities pursuant to the Guarantee, and the Company shall have no obligation to pay the principal of the Series A Securities in the amount of such payment. The Company shall notify the Trustee and the Holders of any credit to which it is entitled hereunder. (c) Notwithstanding paragraph (a) of this Section 4.01 or any other provision herein to the contrary, the Company shall have the right in its sole and absolute discretion at any time and from time to time while the Series A Securities are outstanding, so long as an Event of Default has not occurred and is not continuing, to extend the interest payment period for up to 60 20 consecutive monthsquarterly periods, but not beyond the Stated Maturity or Redemption Date of such Securities, provided that at the end of each such period (referred to herein as an "Extension Period") the Company shall pay all interest then accrued and unpaid (together with interest thereon at the rate specified in the title of the Series A Securities to the extent permitted by applicable law); and provided that, during any such Extension Period, neither the Company nor any Subsidiary, (i) shall declare or pay any dividend on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock (other than dividends paid to the Company by a Wholly Owned Subsidiary)) or make any guarantee payments with respect to the foregoing, or (ii) pay make any interest on interest, principal or premium payment or repurchase or redeem any Securities of any other series then outstandingits debt securities that rank equal with or junior to the Series A Securities. Prior to the termination of an Extension Period, the Company may shorten or may further extend the interest payment period, provided that such Extension Period together with all such further extensions may not exceed 60 20 consecutive monthsquarterly periods. If Met-Ed Penelec Capital is -20- the sole holder of the Securities, the Company shall give Met-Ed Penelec Capital notice of its selection of such extended interest payment period one Business Day prior to the earlier of (i) the date any distributions on Preferred Securities are payable or (ii) the date Met-Ed Penelec Capital is required to give notice to any national securities exchange on which the Preferred Securities are listed or other applicable self-regulatory organization or to the holders of the Preferred Securities of the record date or the date such distribution is payable, but in any event not less than one Business Day prior to such record date. The Company shall cause Met-Ed Penelec Capital to give notice of the Company's selection of such extended interest payment period to the holders of the Preferred Securities. If Met-Ed Penelec Capital shall not be the sole holder of the Securities, the Company will give the holders of the Securities notice of its selection of such extended interest payment period ten Business Days prior to the earlier of (i) the Interest Payment Date or (ii) the date the Company is required to give notice of the record or payment date of such related interest payment to any national securities exchange on which the Securities are then listed or other applicable self-regulatory organization or to holders of the Securities, but in any event not less than two Business Days prior to such record date. The Company shall give or cause the Trustee to give such notice of the Company's selection of such extended interest payment period to the Holders. (d) If and when Met-Ed Penelec Capital is required to pay any federal, state or local taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes), then the Company shall pay additional interest ("Additional Interest") on the Securities in such amounts as shall be required so that the net amounts received and retained by Met-Ed Penelec Capital as a Securityholder after paying such taxes, duties, assessments or charges will not be less than the amounts that Met-Ed Penelec Capital as a Securityholder would have received had no such taxes, duties, assessments or charges been imposed. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences. (e) If and when Met-Ed Penelec Capital redeems the Series A Preferred Securities in accordance with their terms, the Series A Securities shall become due and payable in a principal amount equal to the aggregate stated liquidation preference of such Series A Preferred Securities, together with all accrued and unpaid interest, including Additional Interest, if any, and accrued interest thereon to the date of payment. The Company shall furnish the Trustee with an Officer's Certificate or other written notice reporting the events described in this subsection and their consequences.