Common use of Security Interests Clause in Contracts

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than (i) the security interests interest granted to the Indenture Trustee pursuant to this IndentureIndenture in the applicable Series Supplement and (ii) any security interest granted by the Issuer pursuant to an Additional Issuance, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the any Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the any Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders of Bonds secured by such Collateral in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, on the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of the Secured PartiesHolders of the Bonds secured by such Collateral, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Series Collateral, this Indenture, Indenture together with the related Series Supplement, Supplement creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such the related Storm Recovery Series Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted LiensPerson. All of the Collateral constitutes Property or accountsconstitute either Environmental Control Property, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture Trustee, for Trustee pursuant to this Indenture in the benefit of the Secured Partiesapplicable Series Supplement. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture TrusteeTrustee for the benefit of the Secured Parties of each related Series. The Issuer has not authorized the filing of and is not aware, after due inquiry, aware of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary securities intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement Security Entitlement against the Securities Intermediary securities intermediary in such securities account, no the Collection Account for such Series of Bonds is not in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary securities intermediary of the Collection Account for such Series of Bonds to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Series Collateral constituting investment property has been and will have been credited to the Collection Account for such Series of Bonds or a subaccount thereof, and the Securities Intermediary entity acting as Indenture Trustee, in its capacity as the securities intermediary for the such Collection Account Account, has agreed to treat all assets credited to the Collection Account (other than cash) for such Series of Bonds as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection AccountAccount for such Series of Bonds, all funds and financial assets on deposit therein, and all securities entitlements Securities Entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.16 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account for each Series of Bonds are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture in the Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture and the Series Supplement constitute a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Energy Transition Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Securitization Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Securitization Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Securitization Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Securitization Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Securitization Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Securitization Bond Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Securitization Bond Collateral constitutes Securitization Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Securitization Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Securitization Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Securitization Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Securitization Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other : (a) other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture and the Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Securitization Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Securitization Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This ; (b) this Indenture and the Series Supplement constitute a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Securitization Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With ; (c) with respect to all Storm Recovery Securitization Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Securitization Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The ; (d) the Issuer has good and marketable title to the Securitization Bond Collateral free and clear of any Lien of any Person other than Permitted Liens. All ; (e) all of the Securitization Bond Collateral constitutes Securitization Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Securitization Bond Collateral may also take the form of instruments. The instruments or money; (f) the Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The ; (g) the Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee. The ; (h) the Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Securitization Bond Collateral other than those filed in favor of the Indenture Trustee. The ; (i) the Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account ; (j) each of the Accounts (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The ; (k) the Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection any Account to comply with entitlement orders of any Person other than the Indenture Trustee. All ; and (l) all of the Securitization Bond Collateral constituting investment property has been and will have been credited to the Collection applicable Account or a subaccount thereof, and the Securities Intermediary for the Collection each Account has agreed to treat all assets credited to the Collection such Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection each Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Securitization Bonds, shall be deemed re-made on each date on which any funds in the Collection an Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.Lien

Security Interests. The Issuer hereby makes the following representations and warranties. . (a) Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the System Restoration Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the System Restoration Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. ; (b) This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery System Restoration Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; (c) With respect to all Storm Recovery System Restoration Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Financing Act) in such related Storm Recovery System Restoration Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; (d) The Issuer has good and marketable title to the System Restoration Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. ; (e) All of the System Restoration Bond Collateral constitutes either Transition Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the System Restoration Bond Collateral may also take the form of instruments. ; (f) The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery System Restoration Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. ; (g) The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery System Restoration Bond Collateral granted to the Indenture Trustee. ; (h) The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the System Restoration Bond Collateral other than those filed in favor of the Indenture Trustee. ; (i) The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. ; (j) The Collection Account (including all subaccounts thereof other thereof)(other than the Capital Subaccountcash) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. ; (k) The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no the Collection Account is not in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. ; (l) All of the System Restoration Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. ; and (m) The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery System Restoration Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the CRR Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the CRR Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery CRR Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery CRR Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery CRR Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the CRR Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the CRR Bond Collateral constitutes either CRR Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the CRR Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery CRR Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery CRR Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the CRR Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the CRR Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Consumer Rate Relief Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. : (a) Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. . (b) This Indenture constitute constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. . (c) With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Act) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. . (d) The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens. All (except for any Lien created by the Issuer under the Basic Documents in favor of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined Holders and in the UCC), except that proceeds accordance with Section 1231 of the Collateral may also take the form of instruments. Securitization Act). (e) The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee, for the benefit of the Secured Parties. Holders. (f) The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee. . (g) The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral Trust Estate other than those filed in favor of the Indenture Trustee. . (h) The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. . (i) The Collection Account (including all subaccounts thereof other than the Capital SubaccountSubaccounts thereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. . (j) The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. . (k) All of the Collateral Trust Estate constituting investment property has been and will have been credited to the Collection Account or a subaccount Subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than including cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any the Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. : (a) Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. . (b) This Indenture constitute constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. . (c) With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. . (d) The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens. (except for any Lien created by the Issuer under the Basic Documents in favor of the Holders and in accordance with K.S.A. §66-1,245). (e) All of the Collateral Trust Estate constitutes Property property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral Trust Estate may also take the form of instruments. . (f) The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee, for the benefit of the Secured Parties. Holders. (g) The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee. . (h) The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral Trust Estate other than those filed in favor of the Indenture Trustee. . (i) The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. . (j) The Collection Account (including all subaccounts Subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. . (k) The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. . (l) All of the Collateral Trust Estate constituting investment property has been and will have been credited to the Collection Account or a subaccount Subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery the Securitized Utility Tariff Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Phase-In-Recovery Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Phase-In-Recovery Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Phase-In-Recovery Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Phase-In-Recovery Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Phase-In-Recovery Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Phase-In-Recovery Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Phase-In-Recovery Bond Collateral constitutes either Phase-In-Recovery Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Phase-In-Recovery Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.security

Security Interests. The Issuer hereby makes the following representations and warranties. Other : (a) other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture and the Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Environmental Trust Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Environmental Trust Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This ; (b) this Indenture and the Series Supplement constitute a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Environmental Trust Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With ; (c) with respect to all Storm Recovery the Environmental Trust Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Environmental Trust Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The ; (d) the Issuer has good and marketable title to the Environmental Trust Bond Collateral free and clear of any Lien of any Person other than Permitted Liens. All ; (e) all of the Environmental Trust Bond Collateral constitutes Environmental Control Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Environmental Trust Bond Collateral may also take the form of instruments. The instruments or money; (f) the Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Environmental Trust Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The ; (g) the Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Environmental Trust Bond Collateral granted to the Indenture Trustee. The ; (h) the Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Environmental Trust Bond Collateral other than those filed in favor of the Indenture Trustee. The ; (i) the Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The ; (j) the Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The ; (k) the Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All ; and (l) all of the Environmental Trust Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Environmental Trust Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Transition Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Transition Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Transition Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Transition Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery Transition Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Transition Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Transition Bond Collateral constitutes either Transition Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Transition Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Transition Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Transition Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Transition Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Deferred Fuel Cost Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Deferred Fuel Cost Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute Indenture, together with the Supplemental Indenture, constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Deferred Fuel Cost Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Deferred Fuel Cost Collateral, this Indenture, together with the Series SupplementSupplemental Indenture, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Deferred Fuel Cost Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Deferred Fuel Cost Collateral free and clear of any Lien of any Person other than the Permitted LiensLien. All of the Deferred Fuel Cost Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Deferred Fuel Cost Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Deferred Fuel Cost Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Deferred Fuel Cost Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Deferred Fuel Cost Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Deferred Fuel Cost Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Deferred Fuel Cost Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture and the Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Securitization Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Securitization Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture and the Series Supplement constitute a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Securitization Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Securitization Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Securitization Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Securitization Bond Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Securitization Bond Collateral constitutes Securitization Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Securitization Bond Collateral may also take the form of instrumentsinstruments or money. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Securitization Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Securitization Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Securitization Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other : (a) other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture and the Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Securitization Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Securitization Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This ; (b) this Indenture and the Series Supplement constitute a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Securitization Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With ; (c) with respect to all Storm Recovery the Securitization Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Securitization Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The ; (d) the Issuer has good and marketable title to the Securitization Bond Collateral free and clear of any Lien of any Person other than Permitted Liens. All ; (e) all of the Securitization Bond Collateral constitutes Securitization Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Securitization Bond Collateral may also take the form of instruments. The instruments or money; (f) the Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The ; (g) the Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Securitization Bond Collateral granted to the Indenture Trustee. The ; (h) the Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Securitization Bond Collateral other than those filed in favor of the Indenture Trustee. The ; (i) the Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account ; (j) each of the Accounts (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The ; (k) the Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection any Account to comply with entitlement orders of any Person other than the Indenture Trustee. All ; and (l) all of the Securitization Bond Collateral constituting investment property has been and will have been credited to the Collection applicable Account or a subaccount thereof, and the Securities Intermediary for the Collection each Account has agreed to treat all assets credited to the Collection such Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection each Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Securitization Bonds, shall be deemed re-made on each date on which any funds in the Collection an Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Rate Stabilization Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Rate Stabilization Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Rate Stabilization Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Series Rate Stabilization Bond Collateral, this Indenture, together with the related Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and pursuant to the provisions of the Rate Stabilization Law governing the creation, priority and perfection of security interests) in such related Storm Recovery Series Rate Stabilization Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Rate Stabilization Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Rate Stabilization Bond Collateral constitutes either Rate Stabilization Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Rate Stabilization Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Series Rate Stabilization Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured PartiesParties of each related Series. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Rate Stabilization Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Rate Stabilization Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Each Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the any Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Series Rate Stabilization Bond Collateral constituting investment property has been and will have been credited to the applicable Collection Account or a subaccount thereof, and the Securities Intermediary for the each Collection Account has agreed to treat all assets credited to the each Collection Account (other than cash) as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the each Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Rate Stabilization Bonds, shall be deemed re-made on each date on which any funds in the each Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. THE ISSUER HEREBY MAKES THE FOLLOWING REPRESENTATIONS AND WARRANTIES. (a) Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Storm Recovery Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Storm Recovery Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. ; (b) This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; (c) With respect to all Storm Recovery Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Act) in such related Storm Recovery Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; (d) The Issuer has good and marketable title to the Storm Recovery Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. ; (e) All of the Storm Recovery Bond Collateral constitutes either Storm Recovery Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Storm Recovery Bond Collateral may also take the form of instruments. ; (f) The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. ; (g) The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Bond Collateral granted to the Indenture Trustee. ; (h) The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Storm Recovery Bond Collateral other than those filed in favor of the Indenture Trustee. ; (i) The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. ; (j) The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. ; (k) The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no the Collection Account is not in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. ; (l) All of the Storm Recovery Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. ; and (m) The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes (a) Each of the following representations Co-Issuers and warrantieseach Guarantor owns and has good title to its Collateral, free and clear of all Liens other than Permitted Liens. Other than the security interests granted any real property contributed to the Indenture Trustee pursuant to this IndentureCo-Issuers, the Issuer has not pledgedIndenture Collateral consists of securities, grantedloans, soldinvestments, conveyed or otherwise assigned any interests or security interests accounts, commercial tort claims, inventory, equipment, fixtures, health care insurance receivables, chattel paper, money, deposit accounts, instruments, financial assets, documents, documents of title investment property, general intangibles, intangibles, letter of credit rights, and other supporting obligations (in each case, as defined in the Collateral UCC and no security agreementPPSA, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indentureapplicable). This Base Indenture and the Guarantee and Collateral Agreements constitute a valid and continuing lien on, and first priority perfected security interest in, Lien on the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of and for the benefit of the Secured Parties, which lien Lien on the Collateral has been perfected (except as described on Schedule 8.11 or as permitted under Section 8.25(c)) and security interest is prior to all other Liens (other than Permitted Liens), and is enforceable as such as against creditors of and purchasers from the each Co-Issuer and each Guarantor in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralequity, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good Co-Issuers and marketable title to the Collateral free Guarantors have received all consents and clear of any Lien of any Person other than Permitted Liens. All approvals required by the terms of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in to the UCC), except that proceeds pledge of the Collateral may also take to the form of instrumentsTrustee hereunder and under the Guarantee and Collateral Agreements. The Issuer has takenCo-Issuers and the Guarantors have caused, or caused shall have caused, the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit filing of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements and other instruments in the proper filing offices office in the appropriate jurisdictions under applicable law in order to perfect the first-priority security interest (subject to Permitted Liens) in the Collateral granted to the Trustee hereunder or under the Guarantee and Collateral Agreements within ten (10) days of the date of this Agreement (or the Series 2020-1 Closing Date with respect to the Canadian Securitization Entities), or, in the case of Intellectual Property, shall take all additional action necessary to perfect such first-priority security interest (subject to Permitted Liens) consistent with the obligations and time periods set forth in Section 8.25(c). (b) Other than the security interest granted to the Trustee hereunder, pursuant to the other Transaction Documents or any other Permitted Lien, no Co-Issuer nor any Guarantor has pledged, assigned, sold or granted a security interest in the Storm Recovery Collateral granted to the Indenture TrusteeCollateral. The Issuer has not authorized All action necessary (including the filing of and is not awareUCC-1 financing statements, after due inquiry, of any PPSA financing statements against and/or financing change statements and filings with the USPTO, the USCO and the CIPO) to perfect, preserve, protect and evidence the Trustee’s security interest in the Collateral in the United States and Canada has been, or shall be, duly and effectively taken, consistent with the obligations set forth in Section 7.13(a), Section 8.25(c) and Section 8.25(d), except as described on Schedule 8.11. No security agreement, financing statement, equivalent security or lien instrument or continuation statement or financing change statement authorized by any Co-Issuer that include a description or any Guarantor and listing such Co-Issuer or such Guarantor as debtor covering all or any part of the Collateral other than those filed is on file or of record in any jurisdiction, except in respect of Permitted Liens or such as may have been filed, recorded or made by such Co-Issuer or such Guarantor in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning Trustee on behalf of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify Secured Parties in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply connection with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Base Indenture and the issuance of Guarantee and Collateral Agreements, and no Co-Issuer nor any Storm Recovery BondsGuarantor has authorized any such filing. (c) All authorizations in this Base Indenture and the Guarantee and Collateral Agreements for the Trustee to endorse checks, shall be deemed re-made on each date on which any funds in the Collection Account are distributed instruments and securities and to execute financing statements, continuation statements, financing change statements, security agreements and other instruments with respect to the Issuer as provided in Section 8.04 or otherwise released from Collateral and to take such other actions with respect to the Lien of the Collateral authorized by this Base Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance the Guarantee and Collateral Agreements are powers coupled with Article IX an interest and as to which the Rating Agency Condition has been satisfiedare irrevocable.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Transition Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Transition Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Transition Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Series Transition Bond Collateral, this Indenture, together with the related Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery Series Transition Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Transition Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Transition Bond Collateral constitutes either Transition Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Transition Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Series Transition Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured PartiesParties of each related Series. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Transition Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Each Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “"securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” " within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the any Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Series Transition Bond Collateral constituting investment property has been and will have been credited to the applicable Collection Account or a subaccount thereof, and the Securities Intermediary for the each Collection Account has agreed to treat all assets credited to the each Collection Account (other than cash) as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the each Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Transition Bonds, shall be deemed re-made on each date on which any funds in the each Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied. Covenants Payment of Principal, Premium, if any, and Interest. The principal of and premium, if any, and interest on the Transition Bonds shall be duly and punctually paid by the Issuer, or the Servicer on behalf of the Issuer, in accordance with the terms of the Transition Bonds and this Indenture; provided that except on the Final Maturity Date or upon the acceleration of the Transition Bonds following the occurrence of an Event of Default, the Issuer shall only be obligated to pay the principal of such Transition Bonds on each Payment Date therefor to the extent moneys are available for such payment pursuant to Section 8.02. Amounts properly withheld under the Code or other tax laws by any Person from a payment to any Holder of interest or principal or premium, if any, shall be considered as having been paid by the Issuer to such Holder for all purposes of this Indenture.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens(except for any Lien created by the Issuer under the Basic Documents in favor of the Holders and in accordance with K.S.A. §66-1,245). All of the Collateral Trust Estate constitutes Property property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral Trust Estate may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee, for the benefit of the Secured PartiesHolders. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral Trust Estate other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts Subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral Trust Estate constituting investment property has been and will have been credited to the Collection Account or a subaccount Subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery the Securitized Utility Tariff Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens. All (except for any Lien created by the Issuer under the Basic Documents in favor of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined Holders and in the UCC), except that proceeds accordance with Section 1231 of the Collateral may also take the form of instrumentsSecuritization Act). The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee, for the benefit of the Secured PartiesHolders. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral Trust Estate other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral Trust Estate constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any the Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests interest granted to the Indenture Trustee pursuant to this IndentureIndenture in the applicable Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the any Series Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the any Series Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders of Bonds secured by such Series Collateral in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, on the Storm Recovery Series Collateral in favor of the Indenture Trustee on behalf of the Secured PartiesHolders of the Bonds secured by such Series Collateral, which lien and security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Series Collateral other than Transition Property, this Indenture, together with the Series Supplement, Indenture creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Series Collateral, which security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Series Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Series Collateral constitutes Property or accountsconstitute either Transition Property, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Series Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest granted in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Partiesthis Indenture. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, aware of any financing statements against the Issuer that include a description of the Series Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account for a Series of Bonds (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “"securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” " within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary securities intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement Security Entitlement against the Securities Intermediary securities intermediary in such securities account, no the Collection Account for such Series of Bonds is not in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary securities intermediary of the Collection Account for such Series of Bonds to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Series Collateral constituting investment property has been and will have been credited to the Collection Account for such Series of Bonds or a subaccount thereof, and the Securities Intermediary entity acting as Indenture Trustee, in its capacity as the securities intermediary for the such Collection Account Account, has agreed to treat all assets credited to the Collection Account (other than cash) for such Series of Bonds as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection AccountAccount for such Series of Bonds, all funds and financial assets on deposit therein, and all securities entitlements Securities Entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account for each Series of Bonds are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Transition Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Transition Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Transition Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Series Transition Bond Collateral, this Indenture, together with the related Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery Series Transition Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Transition Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Transition Bond Collateral constitutes either Transition Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Transition Bond Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Series Transition Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured PartiesParties of each related Series. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Transition Bond Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Each Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the any Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Series Transition Bond Collateral constituting investment property has been and will have been credited to the applicable Collection Account or a subaccount thereof, and the Securities Intermediary for the each Collection Account has agreed to treat all assets credited to the each Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the each Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Transition Bonds, shall be deemed re-made on each date on which any funds in the each Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. warranties on the date of this Indenture and on each date on which any funds in the Collection Account (other than Capital Subaccount Investment Earnings) are distributed to the Issuer or otherwise released from the Lien of the Indenture: (a) Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the RRB Collateral and and, to the knowledge of the Issuer, no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the RRB Collateral is on file or of record in any jurisdiction, except (x) such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture or (y) as are being contested in good faith by appropriate proceedings. (b) This Indenture. This Indenture constitute , together with the Series Supplement, constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery RRB Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest has been perfected by all necessary actions, is prior to all other Liens (subject to Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest . (as defined in the UCCc) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the RRB Collateral free and clear of any Lien of any Person other than Permitted Liens. . (d) All of the RRB Collateral constitutes RRB Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the RRB Collateral may also take the form of instruments. instruments or money. (e) The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery RRB Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. . (f) The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery RRB Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. . (g) The Issuer is not aware of any judgment or tax lien filings against the Issuer. Issuer except for any judgment or tax lien filing which is being contested in good faith through appropriate proceedings. (h) The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. . (i) The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. . (j) All of the RRB Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the UCC. (k) The Indenture Trustee has a first priority perfected security interest (subject to Permitted Liens) in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfiedIndenture.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture in the applicable Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture and the applicable Series Supplement constitute a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Series Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Series Collateral, this Indenture, together with the related Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Series Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture TrusteeTrustee for each related Series. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account for each Series (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account for each Series to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account for each Series or a subaccount thereof, and the Securities Intermediary for the Collection Account for each Series has agreed to treat all assets credited to the Collection Account (other than cash) for each Series as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection AccountAccount for each Series, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Nuclear Asset-Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account for each Series are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other : (a) other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture and the Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Environmental Trust Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Environmental Trust Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This ; (b) this Indenture and the Series Supplement constitute a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Environmental Trust Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With ; (c) with respect to all Storm Recovery the Environmental Trust Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Environmental Trust Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The ; (d) the Issuer has good and marketable title to the Environmental Trust Bond Collateral free and clear of any Lien of any Person other than Permitted Liens. All ; (e) all of the Environmental Trust Bond Collateral constitutes Environmental Control Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Environmental Trust Bond Collateral may also take the form of instruments. The instruments or money; (f) the Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Environmental Trust Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The ; (g) the Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Environmental Trust Bond Collateral granted to the Indenture Trustee. The ; (h) the Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Environmental Trust Bond Collateral other than those filed in favor of the Indenture Trustee. The ; (i) the Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The ; (j) the Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes and/or a “deposit account” within the meaning of the UCC. The ; (k) the Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All ; and (l) all of the Environmental Trust Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Environmental Trust Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens. All (except for any Lien created by the Issuer under the Basic Documents in favor of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined Holders and in the UCC), except that proceeds accordance with Section 1231 of the Collateral may also take the form of instrumentsSecuritization Act). The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee, for the benefit of the Secured PartiesHolders. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral Trust Estate granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral Trust Estate other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts Subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral Trust Estate constituting investment property has been and will have been credited to the Collection Account or a subaccount Subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any the Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations (a) Each Guarantor owns and warrantieshas good title to its Securitized Assets, free and clear of all Liens other than Permitted Liens. Other than the security interests granted Accounts and Intellectual Property, the Collateral consists of securities, loans, investments, accounts, commercial tort claims, inventory, equipment, fixtures, health care insurance receivables, chattel paper, money, deposit accounts, instruments, financial assets, documents, investment property, general intangibles, letter of credit rights, or other supporting obligations (in each case, as defined in the UCC). Except in the case of the Intellectual Property, which is subject to Section 8.25(c) and Section 8.25(d) of the Base Indenture Trustee pursuant to this or as described on Schedule 7.13(a) of the Base Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture constitute Agreement constitutes a valid and continuing lien on, and first priority perfected security interest in, Lien on the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of and for the benefit of the Secured Parties, which lien Lien on the Collateral has been perfected (except with regard to Excepted Securitization IP Assets), and security interest is prior to all other Liens (other than Permitted Liens), and is enforceable as such as against creditors of and purchasers from the Issuer each Guarantor in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity equity, and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Except as set forth in Schedule 7.13(a) of the Base Indenture, together with the Series Supplement, creates a valid Guarantors have received all consents and continuing first priority perfected security interest (as defined in approvals required by the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All terms of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in to the UCC), except that proceeds pledge of the Collateral may also take to the form of instrumentsTrustee hereunder. The Issuer Each Guarantor has takencaused, or caused shall have caused, the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit filing of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices office in the appropriate jurisdictions under applicable law in order to perfect the first-priority security interest (subject to Permitted Liens) in the Collateral (other than the Accounts and Intellectual Property) granted to the Trustee hereunder within ten (10) days of the date of this Agreement. Notwithstanding the foregoing, any representation contained in this Section 4.6(a) regarding perfection shall not be violated to the extent that a Guarantor is in compliance with the requirements of Section 5.1 of the Base Indenture. (b) Other than the security interest granted to the Trustee hereunder or pursuant to the other Related Documents or any other Permitted Lien, none of the Guarantors has pledged, assigned, sold or granted a security interest in the Storm Recovery Collateral granted to the Indenture TrusteeSecuritized Assets. The Issuer has not authorized All action necessary (including the filing of UCC-1 financing statements) to protect and is not awareevidence the Trustee’s security interest in the Collateral (other than the Intellectual Property) in the United States has been, after due inquiryor shall be, of duly and effectively taken. No security agreement, financing statement, equivalent security or lien instrument or continuation statement authorized by any financing statements against the Issuer that include a description Guarantor and listing such Guarantor as debtor covering all or any part of the Collateral other than those filed Securitized Assets is on file or of record in any jurisdiction, except in respect of Permitted Liens or such as may have been filed, recorded or made by such Guarantor in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning Trustee on behalf of the UCC and Secured Parties in connection with this Agreement or the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture TrusteeBase Indenture, and no Guarantor has authorized any such filing. (c) All authorizations in this Agreement for the Issuer has not consented Trustee to endorse checks, instruments and securities and to execute financing statements, continuation statements, security agreements and other instruments with respect to the Securities Intermediary of the Collection Account Collateral and to comply take such other actions with entitlement orders of any Person other than the Indenture Trustee. All of respect to the Collateral constituting investment property has been and will have been credited to authorized by the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Base Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account this Agreement are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture powers coupled with an interest and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfiedare irrevocable.

Security Interests. The Issuer hereby makes the following representations and warranties. . (a) Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Transition Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Transition Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. ; (b) This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Transition Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; (c) With respect to all Storm Recovery Transition Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery Transition Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; (d) The Issuer has good and marketable title to the Transition Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. ; (e) All of the Transition Bond Collateral constitutes either Transition Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Transition Bond Collateral may also take the form of instruments. ; (f) The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. ; (g) The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee. ; (h) The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Transition Bond Collateral other than those filed in favor of the Indenture Trustee. ; (i) The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. ; (j) The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. ; (k) The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no the Collection Account is not in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. ; (l) All of the Transition Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. ; and (m) The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Transition Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests interest granted to the Indenture Trustee pursuant to this IndentureIndenture in the applicable Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the any Series Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the any Series Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders of Bonds secured by the Series Collateral in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, on the Storm Recovery Series Collateral in favor of the Indenture Trustee on behalf of the Secured PartiesHolders of the Bonds secured by such Series Collateral, which lien and security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Series Collateral other than Transition Property, this Indenture, together with the Series Supplement, Indenture creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Series Collateral, which security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Series Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Series Collateral constitutes Property or accountsconstitute either Transition Property, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Series Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest granted in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Partiesthis Indenture. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, aware of any financing statements against the Issuer that include a description of the Series Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The Collection Account for a Series of Bonds (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “"securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” " within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary securities intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement Security Entitlement against the Securities Intermediary securities intermediary in such securities account, no the Collection Account for such Series of Bonds is not in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary securities intermediary of the Collection Account for such Series of Bonds to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Series Collateral constituting investment property has been and will have been credited to the Collection Account for such Series of Bonds or a subaccount thereof, and the Securities Intermediary entity acting as Indenture Trustee, in its capacity as the securities intermediary for the such Collection Account Account, has agreed to treat all assets credited to the Collection Account (other than cash) for such Series of Bonds as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection AccountAccount for such Series of Bonds, all funds and financial assets on deposit therein, and all securities entitlements Securities Entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account for each Series of Bonds are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. (a) The Issuer hereby makes the following representations Guarantor owns and warrantieshas good title to its Collateral, free and clear of all Liens other than Permitted Liens. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in The Guarantor’s rights under the Collateral and no security agreement, financing statement Documents constitute accounts or equivalent security or Lien instrument listing general intangibles under the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indentureapplicable UCC. This Indenture constitute Agreement constitutes a valid and continuing lien on, and first priority perfected security interest in, Lien on the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of and for the benefit of the Secured Parties, which lien Lien on the Collateral has been perfected and security interest is prior to all other Liens (other than Permitted Liens), and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer Guarantor in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer Guarantor has good received all consents and marketable title to approvals required by the Collateral free and clear of any Lien of any Person other than Permitted Liens. All terms of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in to the UCC), except that proceeds pledge of the Collateral may also take to the form of instrumentsTrustee hereunder. The Issuer has taken, or caused the Servicer to take, all All action necessary to perfect such first-priority security interest has been duly taken. (b) Other than the security interest granted to the Trustee hereunder, pursuant to the other Related Documents or any other Permitted Lien, the Guarantor has not pledged, assigned, sold or granted a security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured PartiesCollateral. The Issuer has filed All action necessary (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized including the filing of UCC-1 financing statements) to protect and is not awareevidence the Trustee’s security interest granted hereunder in the Collateral in the United States and each Designated Foreign Country has been duly and effectively taken. No security agreement, after due inquiryfinancing statement, of equivalent security or lien instrument or continuation statement authorized by the Guarantor and listing the Guarantor as debtor covering all or any financing statements against the Issuer that include a description part of the Collateral other than those filed is on file or of record in any jurisdiction in the United States or in any Designated Foreign Country except in respect of Permitted Liens or such as may have been filed, recorded or made by the Guarantor in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning Trustee on behalf of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify Secured Parties in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trusteeconnection with this Agreement, and the Issuer Guarantor has not consented authorized any such filing. (c) All authorizations in this Agreement for the Trustee to endorse checks, instruments and securities and to execute financing statements, continuation statements, security agreements and other instruments with respect to the Securities Intermediary of Collateral and to take such other actions with respect to the Collection Account to comply Collateral authorized by this Agreement are powers coupled with entitlement orders of any Person other than an interest and are irrevocable for so long as the Indenture Trustee. All of the Collateral constituting investment property has not been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed terminated in accordance with Article IX and as to which the Rating Agency Condition has been satisfiedits terms.

Security Interests. (a) The Issuer hereby makes the following representations Guarantor owns and warrantieshas good title to its Collateral, free and clear of all Liens other than Permitted Liens. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in The Guarantor's rights under the Collateral and no security agreement, financing statement Documents constitute accounts or equivalent security or Lien instrument listing general intangibles under the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indentureapplicable UCC. This Indenture constitute Agreement constitutes a valid and continuing lien on, and first priority perfected security interest in, Lien on the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of and for the benefit of the Secured Parties, which lien Lien on the Collateral has been perfected and security interest is prior to all other Liens (other than Permitted Liens), and is enforceable as such as against creditors of and purchasers from the Issuer Guarantor in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer Guarantor has good received all consents and marketable title to approvals required by the Collateral free and clear of any Lien of any Person other than Permitted Liens. All terms of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in to the UCC), except that proceeds pledge of the Collateral may also take to the form of instrumentsTrustee hereunder. The Issuer has taken, or caused the Servicer to take, all All action necessary to perfect such first-priority security interest has been duly taken. (b) Other than the security interest granted to the Trustee hereunder, pursuant to the other Related Documents or any other Permitted Lien, the Guarantor has not pledged, assigned, sold or granted a security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured PartiesCollateral. The Issuer has filed All action necessary (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized including the filing of UCC-1 financing statements) to protect and is not awareevidence the Trustee's security interest granted hereunder in the Collateral in the United States and each Designated Foreign Country has been duly and effectively taken. No security agreement, after due inquiryfinancing statement, of equivalent security or lien instrument or continuation statement authorized by the Guarantor and listing the Guarantor as debtor covering all or any financing statements against the Issuer that include a description part of the Collateral other than those filed is on file or of record in any jurisdiction in the United States or in any Designated Foreign Country except in respect of Permitted Liens or such as may have been filed, recorded or made by the Guarantor in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning Trustee on behalf of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify Secured Parties in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trusteeconnection with this Agreement, and the Issuer Guarantor has not consented authorized any such filing. (c) All authorizations in this Agreement for the Trustee to endorse checks, instruments and securities and to execute financing statements, continuation statements, security agreements and other instruments with respect to the Securities Intermediary of Collateral and to take such other actions with respect to the Collection Account to comply Collateral authorized by this Agreement are powers coupled with entitlement orders of any Person other than an interest and are irrevocable for so long as the Indenture Trustee. All of the Collateral constituting investment property has not been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed terminated in accordance with Article IX and as to which the Rating Agency Condition has been satisfiedits terms.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral Trust Estate and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral Trust Estate is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien Lien on, and first priority perfected security interest in, the Storm Recovery Collateral Trust Estate in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien Lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateralthe Trust Estate, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateralthe Trust Estate, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral Trust Estate free and clear of any Lien of any Person other than Permitted Liens(except for any Lien created by the Issuer under the Basic Documents in favor of the Holders and in accordance with K.S.A. §66-1,245). All of the Collateral Trust Estate constitutes Property property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.that

Security Interests. The Note Issuer hereby makes the following representations and warranties. Other than the security interests interest granted to the Indenture Trustee pursuant to this Indenture, the Note Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Note Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Note Issuer as debtor covering all or any part of the Note Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Note Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, on the Storm Recovery Note Collateral in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien and security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Note Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery CollateralNote Collateral other than Transition Property, this Indenture, together with the Series Supplement, Indenture creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Note Collateral, which security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Note Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Note Issuer has good and marketable title to the Note Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Note Collateral constitutes Property or accountsconstitute either Transition Property, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Note Collateral may also take the form of instruments. The Note Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest granted in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Partiesthis Indenture. The Note Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Note Collateral granted to the Indenture Trustee. The Note Issuer has not authorized the filing of and is not aware, after due inquiry, aware of any financing statements against the Note Issuer that include a description of the Note Collateral other than those filed in favor of the Indenture Trustee. The Note Issuer is not aware of any judgment or tax lien Lien filings against the Note Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “"securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” " within the meaning of the UCC. The Note Issuer has taken all steps necessary to cause the Securities Intermediary each securities intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary securities intermediary in such securities account, no the Collection Account is not in the name of any Person person other than Note Issuer or the Indenture Trustee, and the Note Issuer has not consented to the Securities Intermediary securities intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Note Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary Indenture Trustee, as the securities intermediary for the Collection Account Account, has agreed to treat all assets credited to the Collection Account (other than cash) as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery BondsNotes, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Note Issuer as provided in Section 8.04 or otherwise released from the Lien lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Note Issuer hereby makes the following representations and warranties. Other than the security interests interest granted to the Indenture Trustee pursuant to this Indenture, the Note Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Note Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Note Issuer as debtor covering all or any part of the Note Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Note Issuer in favor of the Indenture Trustee on behalf of the Secured Parties Holders in connection with this Indenture. This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, on the Storm Recovery Note Collateral in favor of the Indenture Trustee on behalf of the Secured PartiesHolders, which lien and security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Note Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery CollateralNote Collateral other than Transition Property, this Indenture, together with the Series Supplement, Indenture creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Note Collateral, which security interest is prior to all other Liens (other than Permitted Liens) and is enforceable as such as against creditors of and purchasers from the Note Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Note Issuer has good and marketable title to the Note Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All of the Note Collateral constitutes Property or accountsconstitute either Transition Property, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Note Collateral may also take the form of instruments. The Note Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest granted in the Storm Recovery Collateral granted to the Indenture Trustee, for the benefit of the Secured Partiesthis Indenture. The Note Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Note Collateral granted to the Indenture Trustee. The Note Issuer has not authorized the filing of and is not aware, after due inquiry, aware of any financing statements against the Note Issuer that include a description of the Note Collateral other than those filed in favor of the Indenture Trustee. The Note Issuer is not aware of any judgment or tax lien Lien filings against the Note Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “"securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” " within the meaning of the UCC. The Note Issuer has taken all steps necessary to cause the Securities Intermediary securities intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary securities intermediary in such securities account, no the Collection Account is not in the name of any Person person other than the Indenture Trustee, and the Note Issuer has not consented to the Securities Intermediary securities intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. All of the Note Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary entity acting as Indenture Trustee, in its capacity as the securities intermediary for the Collection Account Account, has agreed to treat all assets credited to the Collection Account (other than cash) as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery BondsNotes, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Note Issuer as provided in Section 8.04 or otherwise released from the Lien lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other warranties:‌ (a) other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Texas Stabilization N Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Texas Stabilization N Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This ; (b) this Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Texas Stabilization N Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent transfer, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With ; (c) with respect to all Storm Recovery Texas Stabilization N Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery Texas Stabilization N Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent transfer, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The ; (d) the Issuer has good and marketable title to the Texas Stabilization N Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. All ; (e) all of the Texas Stabilization N Bond Collateral constitutes either Uplift Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Texas Stabilization N Bond Collateral may also take the form of instruments. The instruments or money; (f) the Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Texas Stabilization N Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The ; (g) the Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Texas Stabilization N Bond Collateral granted to the Indenture Trustee. The ; (h) the Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Texas Stabilization N Bond Collateral other than those filed in favor of the Indenture Trustee. The ; (i) the Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. The ; (1) the Collection Account (including all subaccounts thereof Subaccounts thereof, other than the Capital Cash Subaccount) constitutes a “"securities account” " within the meaning of the UCC and (2) the Capital Cash Subaccount constitutes a “"deposit account” " within the meaning of the UCC. The ; (k) the Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account Securities Account to identify in its records the Indenture Trustee as the Person having a security entitlement Security Entitlement against the Securities Intermediary in such securities accountSecurities Account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account and the Securities Intermediary acting as "bank" with respect to the Cash Subaccount to comply with entitlement orders of any Person other than the Indenture Trustee. All ; and (l) all of the Texas Stabilization N Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount Subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC Financial Assets and all cash will be allocated to the Capital applicable Cash Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets Financial Assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Texas Stabilization N Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Transition Bond Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Transition Bond Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. ; This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Transition Bond Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; With respect to all Storm Recovery Transition Bond Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCCUCC and as such term is used in the Securitization Law) in such related Storm Recovery Transition Bond Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. ; The Issuer has good and marketable title to the Transition Bond Collateral free and clear of any Lien Lien, claim or encumbrance of any Person other than Permitted Liens. ; All of the Transition Bond Collateral constitutes either Transition Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), ) except that proceeds of the Transition Bond Collateral may also take the form of instruments. ; The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. ; The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Transition Bond Collateral granted to the Indenture Trustee. ; The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Transition Bond Collateral other than those filed in favor of the Indenture Trustee. ; The Issuer is not aware of any judgment or tax lien Lien filings against the Issuer. ; The Collection Account (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “"securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” " within the meaning of the UCC. ; The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person person having a security entitlement against the Securities Intermediary in such securities account, no the Collection Account is not in the name of any Person person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person person other than the Indenture Trustee. ; All of the Transition Bond Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “"financial assets” " within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. ; and The representations and warranties set forth in this Section 2.18 2.19 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Transition Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the this Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied. Covenants Payment of Principal, Premium, if any, and Interest. The principal of and premium, if any, and interest on the Transition Bonds shall be duly and punctually paid by the Issuer, or the Servicer on behalf of the Issuer, in accordance with the terms of the Transition Bonds and this Indenture; provided that except on the Final Maturity Date or upon the acceleration of the Transition Bonds following the occurrence of an Event of Default, the Issuer shall only be obligated to pay the principal of such Transition Bonds on each Payment Date therefor to the extent moneys are available for such payment pursuant to Section 8.02. Amounts properly withheld under the Code or other tax laws by any Person from a payment to any Holder of interest or principal or premium, if any, shall be considered as having been paid by the Issuer to such Holder for all purposes of this Indenture.

Security Interests. The Issuer hereby makes (a) All other action necessary (including the following representations filing of UCC-1 financing statements) to protect and warranties. Other than perfect the Trustee's security interests granted to the Indenture Trustee pursuant to this Indenture, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests interest in the Collateral now in existence and no hereafter acquired or created has been duly and effectively taken. (b) No security agreement, financing statement or statement, equivalent security or Lien lien instrument or continuation statement listing the Issuer ARG as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer ARG in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. . (c) This Indenture constitute constitutes a valid and continuing lien on, and first priority perfected security interest in, Lien on the Storm Recovery Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is Lien will be prior to all other Liens (other than Permitted Liens), and is will be enforceable as such as against creditors of and purchasers from the Issuer ARG in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ ' rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the such prior security interest in the Storm Recovery Collateral granted has been duly taken. (d) Except for a change made pursuant to the Indenture TrusteeSection 8.20, for the benefit ARG's principal place of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of business and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trusteechief executive office shall be at, and the Issuer place where its records concerning the Collateral are kept is at: 7700 Xxxxxx Xxxxxx Xxxxx, Xxxxxxxxxxx, Xxxxxxxxx. XXG does not transact, and has not consented transacted, business under any other name. (e) All authorizations in this Indenture for the Trustee to endorse checks, instruments and securities and to execute financing statements, continuation statements, security agreements and other instruments with respect to the Securities Intermediary of the Collection Account to comply Collateral are powers coupled with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been an interest and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfiedirrevocable.

Security Interests. The Issuer hereby makes (i) All action necessary (including the following representations filing of UCC-1 financing statements for the Collateral Agent’s Lien for the benefit of the Secured Parties) to protect, perfect, and warranties. Other than maintain the security interests granted to the Indenture Trustee pursuant to this Indenturefirst-priority status of, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or Collateral Agent’s security interests interest in the Collateral now in existence and no hereafter acquired or created hereby has been duly and effectively taken. (ii) No security agreement, financing statement or statement, equivalent security or Lien lien instrument or continuation statement listing the Issuer Company as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer Company in favor of the Indenture Trustee Collateral Agent on behalf of the Secured Parties in connection with this Indenture. Security Agreement. (iii) This Indenture constitute Security Agreement creates a valid and continuing lien on, and first priority perfected security interest in, Lien on the Storm Recovery Collateral in favor of the Indenture Trustee Collateral Agent on behalf of the Secured Parties, which lien and security interest Lien is prior to all other Liens (other than Permitted Liens and as otherwise permitted in this Security Agreement), and is enforceable as such as against creditors of and purchasers from the Issuer Company in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Collateral, this Indenture, together with the Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the such prior security interest has been duly taken. (iv) The Company’s principal place of business and chief executive office shall be at: 00000 Xxx Xxxxxx, Suite 1000, Irvine, CA 92612-1514. The Company does not transact, and has not transacted, business under any other name. The Company’s exact legal name is the name set forth for it on the signature page below. (v) All authorizations in this Security Agreement for the Storm Recovery Collateral granted Agent to endorse checks, instruments and securities and to execute, deliver and file financing statements, continuation statements, security agreements and other instruments with respect to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed Collateral are powers coupled with an interest and are irrevocable. (or has caused the Servicer to filevi) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Collateral granted to the Indenture Trustee. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account (including all subaccounts thereof other than the Capital Subaccount) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account or a subaccount thereof, and the Securities Intermediary for the Collection Account has agreed to treat all assets credited to the Collection Account (other than cash) as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital Subaccount. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection Account, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth contained in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account Schedule III hereof are distributed to the Issuer incorporated herein by reference as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfiedthough they were fully stated herein.

Security Interests. The Issuer hereby makes the following representations and warranties. Other than the security interests granted to the Indenture Trustee pursuant to this IndentureIndenture in the applicable Series Supplement, the Issuer has not pledged, granted, sold, conveyed or otherwise assigned any interests or security interests in the Collateral and no security agreement, financing statement or equivalent security or Lien instrument listing the Issuer as debtor covering all or any part of the Collateral is on file or of record in any jurisdiction, except such as may have been filed, recorded or made by the Issuer in favor of the Indenture Trustee on behalf of the Secured Parties in connection with this Indenture. This Indenture and the applicable Series Supplement constitute a valid and continuing lien on, and first priority perfected security interest in, the Storm Recovery Series Collateral in favor of the Indenture Trustee on behalf of the Secured Parties, which lien and security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. With respect to all Storm Recovery Series Collateral, this Indenture, together with the related Series Supplement, creates a valid and continuing first priority perfected security interest (as defined in the UCC) in such related Storm Recovery Series Collateral, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Issuer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing. The Issuer has good and marketable title to the Collateral free and clear of any Lien of any Person other than Permitted Liens. All of the Collateral constitutes Property or accounts, deposit accounts, investment property or general intangibles (as each such term is defined in the UCC), except that proceeds of the Collateral may also take the form of instruments. The Issuer has taken, or caused the Servicer to take, all action necessary to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture Trustee, for the benefit of the Secured Parties. The Issuer has filed (or has caused the Servicer to file) all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law in order to perfect the security interest in the Storm Recovery Series Collateral granted to the Indenture TrusteeTrustee for each related Series. The Issuer has not authorized the filing of and is not aware, after due inquiry, of any financing statements against the Issuer that include a description of the Collateral other than those filed in favor of the Indenture Trustee. The Issuer is not aware of any judgment or tax lien filings against the Issuer. The Collection Account for each Series (including all subaccounts thereof other than the Capital Subaccountthereof) constitutes a “securities account” within the meaning of the UCC and the Capital Subaccount constitutes a “deposit account” within the meaning of the UCC. The Issuer has taken all steps necessary to cause the Securities Intermediary of each such securities account to identify in its records the Indenture Trustee as the Person having a security entitlement against the Securities Intermediary in such securities account, no Collection Account is in the name of any Person other than the Indenture Trustee, and the Issuer has not consented to the Securities Intermediary of the Collection Account for each Series to comply with entitlement orders of any Person other than the Indenture Trustee. All of the Collateral constituting investment property has been and will have been credited to the Collection Account for each Series or a subaccount thereof, and the Securities Intermediary for the Collection Account for each Series has agreed to treat all assets credited to the Collection Account (other than cash) for each Series as “financial assets” within the meaning of the UCC and cash will be allocated to the Capital SubaccountUCC. Accordingly, the Indenture Trustee has a first priority perfected security interest in the Collection AccountAccount for each Series, all funds and financial assets on deposit therein, and all securities entitlements relating thereto. The representations and warranties set forth in this Section 2.18 shall survive the execution and delivery of this Indenture and the issuance of any Storm Nuclear Asset-Recovery Bonds, shall be deemed re-made on each date on which any funds in the Collection Account for each Series are distributed to the Issuer as provided in Section 8.04 or otherwise released from the Lien of the Indenture and may not be waived by any party hereto except pursuant to a supplemental indenture executed in accordance with Article IX and as to which the Rating Agency Condition has been satisfied.