Common use of Transfer and Exchange of Bonds Clause in Contracts

Transfer and Exchange of Bonds. All Bonds shall be issued in definitive, fully registered form without coupons. The Bonds, at the election of the Board of Directors as authorized by a Certified Resolution, may be issued in one or more series, shall be designated generally as _ % First Mortgage Bonds of the Company. With respect to the Bonds of any particular series, the Company may incorporate in, add to or delete from the general title of such Bonds any words, letters or figures designed to distinguish that series, as the Board of Directors may determine. Each Bond shall bear on the face thereof the designation so selected for the series to which it belongs. All Bonds shall be dated the date of authentication thereof by the Corporate Trustee and shall bear interest, payable quarterly, from the Interest Payment Date to which interest on the Bonds of the respective series being authenticated has been paid next preceding the authentication date thereof, unless such authentication date is an Interest Payment Date to which interest has been paid, in which case they shall bear interest from such authentication date, or if no interest has been paid on such Bonds of the respective series being authenticated since the Original Issue Date of such Bonds, from such Original Issue Date or such other date as shall be fixed for the respective series of Bonds by this Indenture or any indenture supplemental hereto creating a series of additional Bonds. Notwithstanding the foregoing, so long as there is no existing default in the payment of interest on Bonds of a particular series, all Bonds of such series authenticated by the Corporate Trustee between the Regular Record Date (as hereinafter defined) for any Interest Payment Date for such series and such Interest Payment Date shall bear interest from such Interest Payment Date; provided, however, that if and to the extent that the Company shall default in the payment of the interest due on such Interest Payment Date, then any such Bond shall bear interest from the Interest Payment Date next preceding the date of such Bond of such series to which interest on the Bonds has been paid, or if no interest has been paid on such Bonds since the Original Issue Date of such Bonds from such Original Issue Date or from such other date as shall have been fixed for the respective series of Bonds by this Indenture or any supplemental indenture hereto creating such series of additional Bonds as aforesaid.

Transfer and Exchange of Bonds. All Registration of any Bond may, in accordance with the terms of this Indenture, be transferred, upon the books of the Registrar required to be kept pursuant to the provisions of Section 2.04, by the person in whose name it is registered, in person or by his duly authorized attorney, upon surrender of such Bond for cancellation, accompanied by a written instrument of transfer in a form approved by the Registrar, duly executed. Whenever any Bond shall be surrendered for registration of transfer, the Issuer shall execute and the Trustee shall authenticate and deliver a new Bond or Bonds of the same tenor in Authorized Denominations. No registration of transfer of Bonds upon the books of the Registrar required to be kept pursuant to the provisions of Section 2.04 hereof shall be required to be made during the period after any Record Date and prior to the related Interest Payment Date or during the period of fifteen (15) days immediately preceding the date on which the Trustee mails any notice of redemption, nor shall any registration of transfer of Bonds called for redemption be required. Bonds may be exchanged at the Principal Office of the Trustee for a like aggregate principal amount of Bonds of the same tenor of Authorized Denominations. The Trustee shall require the payment by the Owner requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange, and there shall be no other charge to any Owners for any such exchange. Except with respect to Bonds remarketed after being purchased pursuant to Sections 4.07 and 4.08 hereof, no exchange of Bonds shall be issued in definitive, fully registered form without coupons. The Bonds, at required to be made during the election of the Board of Directors as authorized by a Certified Resolution, may be issued in one or more series, shall be designated generally as _ % First Mortgage Bonds of the Company. With respect period after any Record Date and prior to the Bonds of any particular series, the Company may incorporate in, add to or delete from the general title of such Bonds any words, letters or figures designed to distinguish that series, as the Board of Directors may determine. Each Bond shall bear on the face thereof the designation so selected for the series to which it belongs. All Bonds shall be dated the date of authentication thereof by the Corporate Trustee and shall bear interest, payable quarterly, from the related Interest Payment Date to which interest on or during the Bonds period of the respective series being authenticated has been paid next preceding the authentication date thereof, unless such authentication date is an Interest Payment Date to which interest has been paid, in which case they shall bear interest from such authentication date, or if no interest has been paid on such Bonds of the respective series being authenticated since the Original Issue Date of such Bonds, from such Original Issue Date or such other date as shall be fixed for the respective series of Bonds by this Indenture or any indenture supplemental hereto creating a series of additional Bonds. Notwithstanding the foregoing, so long as there is no existing default in the payment of interest on Bonds of a particular series, all Bonds of such series authenticated by the Corporate Trustee between the Regular Record Date fifteen (as hereinafter defined15) for any Interest Payment Date for such series and such Interest Payment Date shall bear interest from such Interest Payment Date; provided, however, that if and to the extent that the Company shall default in the payment of the interest due on such Interest Payment Date, then any such Bond shall bear interest from the Interest Payment Date next days immediately preceding the date on which the Trustee gives notice of redemption, nor shall any exchange of Bonds called for redemption be required. If a Bond is presented for transfer or exchange after notice of redemption of such Bond has been given as provided in Section 4.03 hereof, the Registrar shall deliver a copy of such series notice of redemption to which interest on the Bonds has been paid, or if no interest has been paid on such Bonds since the Original Issue Date new owner of such Bonds from such Original Issue Date or from such other date as shall have been fixed for the respective series of Bonds by this Indenture or any supplemental indenture hereto creating such series of additional Bonds as aforesaidBond.

Transfer and Exchange of Bonds. All Bonds shall be issued in definitive, of each series are issuable only as fully registered form without coupons. The Bonds, at Bonds in the election of denominations set forth in the Board of Directors as authorized by a Certified Resolution, may be issued in one or more Bond Legislation for such series, shall be designated generally as _ % First Mortgage Bonds of the Company. With respect to the Bonds of any particular series, the Company may incorporate in, add to or delete from the general title of such Bonds any words, letters or figures designed to distinguish that series, as the Board of Directors may determine. Each Bond shall bear on the face thereof the designation so selected for the series to which it belongs. All Bonds shall be dated the date of authentication thereof by the Corporate Trustee and shall bear interest, payable quarterly, from the Interest Payment Date to which interest on the Bonds of the respective series being authenticated has been paid next preceding the authentication date thereof, unless such authentication date is an Interest Payment Date to which interest has been paid, in which case they shall bear interest from such authentication date, or if no interest has been paid on such Bonds of the respective series being authenticated since the Original Issue Date of such Bonds, from such Original Issue Date or such other date as shall be fixed for the respective series of Bonds by this Indenture or any indenture supplemental hereto creating a series of additional Bonds. Notwithstanding the foregoing, so long as there is no existing default in the payment of interest on Bonds of a particular series, all Bonds of such series authenticated by the Corporate Trustee between the Regular Record Date (as hereinafter defined) for any Interest Payment Date for such series and such Interest Payment Date shall bear interest from such Interest Payment Datesingle maturity; provided, however, that if and to any member of the extent that Legislative Authority, with approval of the Company shall default Trustee, may authorize issuance of one or more Bonds representing more than one maturity of the same series with appropriate changes in the payment of Bond form to cover more than the interest due on such Interest Payment Datematurity. Except as otherwise provided in the Bond Legislation, then any such each Bond shall bear interest from its date and shall be dated as of the Interest Payment Date next preceding the date of its authentication, unless authenticated upon an Interest Payment Date, in which case it shall be dated as of the date of its authentication; provided, however, that if at any time of authentication of any Bond, interest is in default, such Bond shall be dated as of such series the date to which interest on the Bonds has been paid. Unless otherwise provided in the Bond Legislation, the principal of and premium, if any, on all Bonds shall be payable at the principal corporate trust office of the Trustee, and payment of the interest on all Bonds shall be made on each Interest Payment Date to the person appearing on the registration books hereinafter provided for as the registered holder thereof on the Record Date for such Interest Payment Date, by check or if no interest has been paid draft by the Trustee to such registered holder at his address as it appears on such registration books. Upon surrender thereof at the corporate trust office of the Trustee, as Bond Registrar, together with an assignment duly executed by the registered holder or his duly authorized attorney in such form as shall be satisfactory to the Bond Registrar, Bonds since may, at the Original Issue Date option of the registered holder thereof, be exchanged for other Bonds of the same series of any denomination or denominations authorized by the applicable Bond Legislation in the aggregate principal amount not exceeding the unmatured and unredeemed principal amount of such Bonds from fully registered Bonds, and bearing interest at the same rate and maturing on the same date. Any Bond may be transferred only upon the books kept for the registration and transfer of Bonds, upon surrender thereof at the corporate trust office of the Trustee, as Bond Registrar, together with an assignment duly executed by the registered holder or his duly authorized attorney in such Original Issue Date or from such other date form as shall have been fixed for be satisfactory to the respective Bond Registrar. Upon the transfer of any Bond and on request of the Bond Registrar, the Issuer shall execute in the name of the transferee and the Trustee shall authenticate and deliver at the option of the transferee, a new Bond or Bonds of the same series of Bonds any denomination or denominations permitted by this Indenture and the applicable Bond Legislation in aggregate principal amount equal to the unmatured and unredeemed principal amount of such transferred Bond and bearing interest at the same rate and maturing on the same date. In all cases in which Bonds shall be exchanged or transferred hereunder, the Issuer shall execute and the Trustee shall authenticate and deliver Bonds in accordance with the provisions of this Indenture. Except as otherwise provided in the Bond Legislation authorizing the Bonds, if approved by the Company, the Issuer and Bond Registrar may make a charge for every such exchange or transfer of Bonds sufficient to reimburse themselves for any supplemental indenture hereto creating tax, fee or other governmental charge required to be paid with respect to such series exchange or transfer and such charge or charges shall be paid before any new Bond shall be delivered. In the event the Company does not approve any such charges, then the Company shall reimburse the Bond Registrar or the Issuer, as the case may be, for any such tax, fee or other governmental charge. Except in connection with the purchase of additional Project Bonds in accordance with Section 7 of the Bond Legislation for the Project Bonds, neither the Issuer nor the Bond Registrar shall be required to make any such exchange or transfer of any Bond during the ten (10) days next preceding any selection of Bonds to be redeemed, or after such Bond has been selected for redemption. The person in whose name a Bond shall be registered shall be deemed and regarded as aforesaidthe absolute owner thereof for all purposes, and payment of or on account of the principal of and premium, if any, on any such Bond and the interest on such Bond shall be made only to or upon the order of the registered holder thereof or his duly authorized attorney in such form as shall be satisfactory to the Bond Registrar, and neither the Issuer, the Bond Registrar nor any Paying Agent shall be affected by any notice to the contrary, but such registration may be changed as hereinabove provided. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond, including the interest and any premium thereon, to the extent of the sum or sums so paid. In case any Bond is redeemed in part only, the Issuer on or after the redemption date and upon surrender of such Bond, shall cause execution of, and the Trustee shall authenticate and deliver, a new Bond or Bonds in an authorized denomination or denominations and in an aggregate principal amount equal to the unredeemed portion of such Bon. So long as any of the Bonds remain outstanding, the Issuer will cause to be maintained and kept, at the corporate trust office of the trustee as Bond Registrar, books for the aforesaid registration and transfer of Bonds.

Transfer and Exchange of Bonds. All The Bonds will be transferred in the bond register kept by the Trustee upon presentation thereof with a written instrument of transfer in form satisfactory to the Trustee (a form of such instrument being set out in Exhibit I and duly executed by the Owner or its authorized representative, and no transfer shall be issued effective as to the Issuer or the Trustee unless shown in definitive, fully registered form without couponssuch register and noted thereon with a record of payments. The BondsIssuer, the Company, and the Trustee may treat the person in whose name a Bond is registered as the absolute owner thereof for all purposes and shall not be affected by any notice to the contrary. Any Bond may be subdivided into and exchanged (at the election expense of the Board of Directors as authorized by a Certified Resolution, may be issued in one Company) for two (2) or more series, shall be designated generally as _ % First Mortgage Bonds of the Companysame series upon surrender thereof at the corporate trust office of the Trustee, whereupon the Issuer and the Trustee shall cause new Bonds to be issued. With respect No Bond shall be subdivided by any such exchange, however, so as to the Bonds produce any Bond having immediately after such exchange an outstanding principal amount of less than $5,000. The Trustee shall not be required to make any exchange or transfer of any particular series, the Company may incorporate in, add to Bond (i) if such Bond (or delete from the general title of such Bonds any words, letters or figures designed to distinguish that series, as the Board of Directors may determine. Each Bond shall bear on the face thereof the designation so portion thereof) has been selected for redemption, (ii) during the series to which it belongs. All Bonds shall be dated the ten (10) days preceding any date of authentication thereof by the Corporate Trustee and shall bear interest, payable quarterly, from the Interest Payment Date to which interest on the Bonds of the respective series being authenticated has been paid next preceding the authentication date thereof, unless such authentication date is an Interest Payment Date to which interest has been paid, in which case they shall bear interest from such authentication date, or if no interest has been paid on such Bonds of the respective series being authenticated since the Original Issue Date of such Bonds, from such Original Issue Date or such other date as shall be fixed for the respective series of Bonds by this Indenture selection for redemption if such bond (or any indenture supplemental hereto creating a series portion thereof) is eligible to be selected for redemption or (iii) during the period of additional Bonds. Notwithstanding the foregoing, so long as there is no existing default in the payment of interest on Bonds of a particular series, all Bonds of such series authenticated by the Corporate Trustee between the Regular Record Date fifteen (as hereinafter defined15) for days preceding any Interest Payment Date for Date. At the request herewith of the Company, the Trustee is hereby appointed bond registrar and transfer agent and accepts such series appointment. The Trustee shall keep a bond register in accordance with law showing at least (i) the names and such Interest Payment Date addresses of Bondholders, and (ii) the dates on which transfers of ownership are registered. The Trustee shall bear interest from such Interest Payment Date; providedalso keep a record of redemption of the Bonds showing the amounts, however, that if the dates on which Bonds are redeemed and to the extent that registered owner bf the Bond at the time of redemption. The Company shall default in the payment be obligated to pay all costs of the interest due on such Interest Payment DateTrustee incurred in connection with any exchange or the transfer of Bonds, then any such including, without limitation, the cost of preparation of a new Bond shall bear interest from the Interest Payment Date next preceding the date of such Bond of such series to which interest on the Bonds has been paid, or if no interest has been paid on such Bonds since the Original Issue Date of such Bonds from such Original Issue Date or from such other date as shall have been fixed for the respective series of Bonds by this Indenture or any supplemental indenture hereto creating such series of additional Bonds as aforesaidBonds.