Common use of True-Up Adjustments Clause in Contracts

True-Up Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Calculation Date, the Servicer shall file a True-Up Adjustment Filing with the PSCWV. This filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment Date, the Servicer shall (i) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.

True-Up Adjustments. (a) Prior The Servicer will make adjustments to the Charge at least annually, beginning November 15, 2016 and continuing until the last Scheduled Maturity Date of the Bonds (or any series of Bonds). The Annual True-up (defined below) will be performed on a mandatory basis; the Mid-year Review (defined below) will also be performed on a mandatory basis and the Mandatory Mid-year True-up (defined below) will only be required to be performed if the Servicer projects under collections to be experienced up to the end of the next succeeding Mid- year Calculation Period ( as defined below), provided that the Servicer may elect to perform a Voluntary Mid-year True-up (defined below) in any year as provided below. For each Calculation DateAnnual True-up, Mandatory Mid-year True-up or Voluntary True-up adjustment (each a “True-Up Adjustment”), the Servicer shall calculate (i) will file with the Environmental Control Bond Balance as Securitization Authority a notice of adjustment to the Charge approximately 30 days prior to the effective date of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Dateadjustment. (b) On each Calculation DateAnnually, the Servicer shall will file a notice of adjustment (the “Annual True-up”) (i) to correct for any over-collections or under-collections to date and anticipated to be experienced to the end of the then current Annual Calculation Period, as defined below (the next succeeding December 15), and (ii) to ensure that the Charge during the period commencing on each November 15 and ending on the following November 14 is adequate to pay timely principal and interest on the Bonds when due pursuant to the Expected Amortization Schedule and to make timely payment on all other Ongoing Financing Costs due during the period beginning on the next December 16 and ending on the following December 15 (each such period, an “Annual Calculation Period”). Before April 15, 2017 and each April 15 thereafter, the Servicer will perform a mid-year review (each a “Mid-year Review”) to ensure that the expected collections of the Charge are adequate to pay timely principal and interest on the Bonds when due and to make timely payment on all other Ongoing Financing Costs to the end of the then current Annual Calculation Period. If the Mid-year Review results in a projection that the Charge Collections will be insufficient to make such payments, the Servicer must file a notice of adjustment (the “Mandatory Mid-Year True-Up Adjustment Filing with Adjustment”) to ensure that Charge during the PSCWVperiod beginning on May 15 and ending on the following May 14 is adequate to pay timely principal and interest on the Bonds when due pursuant to the Expected Amortization Schedule and to make timely payment on all other Ongoing Financing Costs due during the period beginning on the next June 16 and ending on the following June 15 (each such period a “Mid-year Calculation Period”) . This filing shall include the data specified in the Statute and the Financing Order. (c) On each If it is determined that a Mandatory Mid-year True-Up Adjustment Dateup is not required, the Servicer shall may nevertheless voluntarily elect to file a notice of adjustment (i) take all reasonable actions to correct for any over-collections to date and make all reasonable efforts anticipated to effectuate all adjustments be experienced up to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date end of the proposed adjustments. The Servicer shall provide notice of such nonthen current Mid-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.year Calculation Period and

True-Up Adjustments. From time to time, until the Retirement of the Securitization Bonds, but for a period no longer than (ai) Prior to each Calculation Datesix (6) years from the beginning of the first complete billing cycle during which the Distribution Securitization Charges were initially placed on any Distribution Customer’s xxxx or (ii) fifteen (15) years from the beginning of the first complete billing cycle during which the Power Supply Securitization Charges were initially placed on any Power Supply Customers’ xxxx, the Servicer shall calculateidentify the need for Annual True-Up Adjustments, Semi-Annual Interim True-Up Adjustments and Additional Interim True-Up Adjustments as permitted pursuant to the Financing Order and shall take all reasonable action to obtain and implement such True-Up Adjustments for each of the Distribution Securitization Charges and Power Supply Securitization Charges for the purpose of correcting any overcollections and undercollections and ensuring the expected recovery of amounts required for the timely payment of debt service and other required amounts and charges in connection with the Securitization Bonds, all in accordance with the following: (ia) Expected Amortization Schedule and Scheduled Principal Contribution Obligation Balance Schedule. The Expected Amortization Schedule for the Environmental Control Bond Balance Securitization Bonds is attached hereto as Exhibit E. If the Expected Amortization Schedule is revised, the Servicer shall send a copy of such Calculation Date (a written copy of which shall be delivered by revised Expected Amortization Schedule to the Servicer to Issuer, the Indenture Trustee within five Business Days following such Calculation Date) and (ii) and the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect Rating Agencies promptly thereafter. For purposes of calculating each True-Up Adjustment Date such that the Servicer projects that Environmental Control Adjustment, scheduled principal payments are allocated to be paid from Distribution Securitization Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control and Power Supply Securitization Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Scheduled Principal Contribution Obligation Balance Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of attached hereto as Exhibit F. If the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Calculation DateScheduled Principal Contribution Obligation Balance Schedule is revised, the Servicer shall file send a True-Up Adjustment Filing with the PSCWV. This filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment Date, the Servicer shall (i) take all reasonable actions and make all reasonable efforts to effectuate all adjustments copy of such revised Scheduled Principal Contribution Obligation Balance Schedule to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to Issuer, the Indenture Trustee copies of all material notices and documents relating to such adjustmentsthe Rating Agencies promptly thereafter. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.

True-Up Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iviii) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Semi-Annual Calculation Date, the Servicer shall file a Semi-Annual True-Up Adjustment Filing with the PSCWV. This filing On each Quarterly Calculation Date and Monthly Calculation Date, the Servicer may file a Quarterly True-Up Adjustment Filing or Monthly True-Up Adjustment Filing, as the case may be, if necessary. Each True-Up Adjustment Filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment Date, the Servicer shall (i) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.

True-Up Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Reserve Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (E) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (EF) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iviii) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Semi-Annual Calculation Date, the Servicer shall file a Semi-Annual True-Up Adjustment Filing with the PSCWV. This filing On each Quarterly Calculation Date and Monthly Calculation Date, the Servicer may file a Quarterly True-Up Adjustment Filing or Monthly True-Up Adjustment Filing, as the case may be, if necessary. Each True-Up Adjustment Filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment Date, the Servicer shall (i) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.

True-Up Adjustments. (a) Prior From time to each Calculation Datetime, until the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as Retirement of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Storm Recovery Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Calculation Date, the Servicer shall file for Semi-Annual and Quarterly True-Up Adjustments and Interim True-Up Adjustments by submitting to the Council a True-Up Adjustment Filing Letter, and shall take all reasonable action to obtain and implement such True-Up Adjustments, all in accordance with the PSCWV. This filing shall include the data specified in the Statute and the Financing Orderfollowing: (a)True-Up Adjustments. (ci) On each Semi-Annual and Quarterly True-Up Adjustment DateAdjustments and Filings. No later than 15 days prior to the commencement date of the first billing cycles in March and September of each year, commencing with the first billing cycle in March 2016, the Servicer shall : (iA) update the data and assumptions underlying the calculation of the Storm Recovery Charges, including interest and estimated expenses and fees of the Issuer to be paid during such period, and write-offs; (B) determine the Periodic Payment Requirements and Periodic Billing Requirements based on such updated data and assumptions; (C) determine the Storm Recovery Charges to be imposed upon each Customer based on such Periodic Billing Requirements and the terms of the Financing Order and the Tariffs filed pursuant thereto; (D) make all required notice and other filings with the Council to reflect the revised Storm Recovery Charges, including the True-Up Letter and any Amendatory Tariffs, and (E) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to effect such adjustments. (d) [On each Semi-Annual True-Up Adjustment Dateby the end of such 15-day period. In addition, beginning with the 30-day period preceding June 1, 2024 and within 30 days of each succeeding September, December, March and June, the Servicer shall provide Moody’s with a schedule indicating determine whether, as of the next Payment Date, (a) all Storm Recovery Bonds will have been paid in full, (b) all Operating Expenses will have been paid in full or fully provided for and (c) the Capital Subaccount will be at its Required Capital Level (which shall include an amount sufficient to pay in full any changes investment return due and owing to ENO pursuant to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by terms of the Financing Order). If the foregoing Periodic Payment Requirement will not be fully satisfied as of the next Payment Date, then, no later than 15 days prior to the end of such 30-day period, the Servicer shall file Non-Routine take the steps set forth in clauses (A) through (E) of clause (i) above so that a True-Up Adjustments Adjustment will take effect which is projected to cause the Environmental Control Charge (as defined in Periodic Payment Requirement to be satisfied no later than the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criterianext succeeding Payment Date.

True-Up Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iviii) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Semi-Annual Calculation Date, the Servicer shall file a Semi-Annual True-Up Adjustment Filing with the PSCWV. This filing On each Quarterly Calculation Date and Monthly Calculation Date, the Servicer may file a Quarterly True-Up Adjustment Filing or Monthly True-Up Adjustment Filing, as the case may be, if necessary. Each True-Up Adjustment Filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment Date, the Servicer shall (i) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.

True-Up Adjustments. (a) Prior The Servicer will make adjustments to the Charge at least annually, beginning November 15, 2018 and continuing until the last Scheduled Maturity Date of the Bonds (or any series of Bonds). The Annual True-up (defined below) will be performed on a mandatory basis; the Mid-year Review (defined below) will also be performed on a mandatory basis and the Mandatory Mid-year True-up (defined below) will only be required to be performed if the Servicer projects under collections to be experienced up to the end of the next succeeding Mid- year Calculation Period ( as defined below), provided that the Servicer may elect to perform a Voluntary Mid-year True-up (defined below) in any year as provided below. For each Calculation DateAnnual True-up, Mandatory Mid-year True-up or Voluntary True-up adjustment (each a “True-Up Adjustment”), the Servicer shall calculate (i) will file with the Environmental Control Bond Balance as Securitization Authority a notice of adjustment to the Charge approximately 30 days prior to the effective date of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Dateadjustment. (b) On each Calculation DateAnnually, the Servicer shall will file a notice of adjustment (the “Annual True-up”) (i) to correct for any over-collections or under-collections to date and anticipated to be experienced to the end of the then current Annual Calculation Period, as defined below (the next succeeding December 15), and (ii) to ensure that the Charge during the period commencing on each November 15 and ending on the following November 14 is adequate to pay timely principal and interest on the Bonds when due pursuant to the Expected Amortization Schedule and to make timely payment on all other Ongoing Financing Costs due during the period beginning on the next December 16 and ending on the following December 15 (each such period, an “Annual Calculation Period”). Before April 15, 2018 and each April 15 thereafter, the Servicer will perform a mid-year review (each a “Mid-year Review”) to ensure that the expected collections of the Charge are adequate to pay timely principal and interest on the Bonds when due and to make timely payment on all other Ongoing Financing Costs to the end of the then current Annual Calculation Period. If the Mid-year Review results in a projection that the Charge Collections will be insufficient to make such payments, the Servicer must file a notice of adjustment (the “Mandatory Mid-Year True-Up Adjustment Filing with Adjustment”) to ensure that Charge during the PSCWVperiod beginning on May 15 and ending on the following May 14 is adequate to pay timely principal and interest on the Bonds when due pursuant to the Expected Amortization Schedule and to make timely payment on all other Ongoing Financing Costs due during the period beginning on the next June 16 and ending on the following June 15 (each such period a “Mid-year Calculation Period”) . This filing shall include the data specified in the Statute and the Financing Order. (c) On each If it is determined that a Mandatory Mid-year True-Up Adjustment Dateup is not required, the Servicer shall may nevertheless voluntarily elect to file a notice of adjustment (i) take all reasonable actions to correct for any over-collections to date and make all reasonable efforts anticipated to effectuate all adjustments be experienced up to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date end of the proposed adjustments. The Servicer shall provide notice of such nonthen current Mid-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.year Calculation Period and

True-Up Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each Annual True-Up Adjustment Date such that Adjustments and Filings. Each year no later than the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as last billing cycle of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Calculation Date, the Servicer shall file a True-Up Adjustment Filing with the PSCWV. This filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment DateJanuary, the Servicer shall : (iA) update the data and assumptions underlying the calculation of the Transition Charges, including projected electricity usage during the next Calculation Period for each TC Customer Class and including interest and estimated expenses and fees of the Note Issuer to be paid during such period, the Weighted Average Days Outstanding and write-offs; (B) determine the Periodic Payment Requirements and Periodic Billing Requirement for the next Calculation Period based on such updated data and assumptions; (C) determine the Transition Charges to be allocated to each TC Customer Class during the next Calculation Period based on such Periodic Billing Requirement and the terms of the applicable Financing Orders and the Tariffs filed pursuant thereto and in doing so the Servicer shall use the method of allocating Transition Charges then in effect as a result of the implementation of a Non-Standard True-Up Adjustment; (D) make all required notice and other filings with the PUCT to reflect the revised Transition Charges, including any Amendatory Tariffs, and (E) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to effect such adjustments. (d) [On each Annual True-Up Adjustment Dateand to enforce the provisions of the Securitization Law and the applicable Financing Orders which relate thereto; provided, however, that if the Servicer shall provide Moody’s with a schedule indicating any changes determines that the forecasted billing units for one or more of the TC Customer Classes for an upcoming period decreases by more than 10% compared to the Environmental Control Charge. ] (e) If deemed appropriate by billing units for the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by threshold period set forth in the applicable Financing Order, the Servicer shall file implement a Non-Routine Standard True-Up Adjustment and, if such Non-Standard True-Up Adjustment shall be made in the time period provided for Annual True-Up Adjustments pursuant to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the this Section 4.01(b)(i), such Non-Standard True-Up Mechanism. Such filings Adjustment shall be made at least 90 days prior to the proposed effective date also qualify as an Annual True-Up Adjustment for purposes of the proposed adjustmentsthis Agreement. The Servicer shall provide notice implement the revised Transition Charges, if any, resulting from such Annual True-Up Adjustment as of such nonthe Annual True-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteriaUp Adjustment Date.

True-Up Adjustments. (a) Prior From time to each Calculation Datetime, until the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as Retirement of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Storm Recovery Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iv) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Calculation Date, the Servicer shall file for True-Up Adjustments by submitting to the APSC a True-Up Adjustment Filing with the PSCWV. This filing shall include the data specified Request Letter substantially in the Statute form of Annex II hereto and the Financing Order. (c) On each shall take all other reasonable action to obtain and implement such True-Up Adjustment DateAdjustments, all in accordance with the following: (a) Semi-Annual True-Up Adjustments and Filings . Semi-annually, no later than fifteen (15) days prior to the end of the fifth month preceding the month during which the next Payment Date occurs, the Servicer shall : (iA) update the data and assumptions underlying the calculation of the Storm Recovery Charges, including projected electricity usage and write-offs during the current remaining period prior to such Payment Date and prior to the next succeeding Payment Date for each SRC Customer Class and including interest and estimated expenses and fees of the Issuer to be paid during such period; (B) determine the Periodic Payment Requirement and the Periodic Billing Requirement for such Payment Date and the next succeeding Payment Date based on such updated data and assumptions; (C) determine the Storm Recovery Charges to be allocated to each SRC Customer Class for such Payment Date and the next succeeding Payment Date based on the related Periodic Payment Requirement and the terms of the Financing Order and the Tariff filed pursuant thereto and in doing so the Servicer shall use the Periodic Billing Requirement Allocation Factors approved in the Financing Order to allocate the Storm Recovery Charges; (D) file a True-Up Request Letter with the APSC to implement the True-Up Adjustments; (E) take all reasonable necessary actions and make all reasonable efforts to effectuate all adjustments effect and implement such True-Up Adjustment; and (F) take such reasonable action to enforce the Environmental Control Charge either approved by provisions of the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to Securitization Act and the Indenture Trustee copies of all material notices and documents relating to Financing Order. The Servicer shall implement the revised Storm Recovery Charges, if any, resulting from such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice first billing day of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with fourth month preceding the following servicing procedures to assess its compliance with applicable servicing criteriamonth when the next Payment Date occurs .

True-Up Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Environmental Control Bond Balance as of such Calculation Date (a written copy of which shall be delivered by the Servicer to the Indenture Trustee within five Business Days following such Calculation Date) and (ii) the revised Environmental Control Charge with respect to the Transferred Environmental Control Property in respect of each True-Up Adjustment Date such that the Servicer projects that Environmental Control Charge Collections therefrom allocable to the Issuer will be sufficient so that: (A) the Environmental Control Bond Balance on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Projected Environmental Control Bond Balance as of such date or, if earlier with respect to any Series or Class of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (B) the amount on deposit in the General Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal the Periodic Bond Payment Exhibit A-2 Requirement for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date will equal its required level for such date or, if earlier with respect to any Series or Tranche of Environmental Control Bonds, as of the Payment Date immediately preceding the Expected Final Payment Date therefor; (D) the amount on deposit in the Excess Funds Subaccount on the Payment Date immediately preceding the next True-Up Adjustment Date, will equal zero; and (E) the Environmental Control Charge Collections will provide for (i) amortization of the remaining outstanding principal balance of each Series in accordance with the Expected Sinking Fund Schedule therefor, (ii) payment of interest on each Series when due and payment of any amounts (other than termination or breakage amounts) under each Swap Agreement, (iii) payment of all Operating Expenses of the Issuer when due in accordance with the Indenture and (iviii) deposits to the General Subaccount such that the balance therein will equal the Periodic Bond Payment Requirement on each Payment Date. (b) On each Semi-Annual Calculation Date, the Servicer shall file a Semi-Annual True-Up Adjustment Filing with the PSCWV. This filing On each Quarterly Calculation Date and Monthly Calculation Date, the Servicer may file a Quarterly True-Up Adjustment Filing or Monthly True-Up Adjustment Filing, as the case may be, if necessary. Each True-Up Adjustment Filing shall include the data specified in the Statute and the Financing Order. (c) On each True-Up Adjustment Date, the Servicer shall (i) take all reasonable actions and make all reasonable efforts to effectuate all adjustments to the Environmental Control Charge either approved by the PSCWV or effective on an interim basis pending final approval and (ii) promptly send to the Indenture Trustee copies of all material notices and documents relating to such adjustments. (d) [On each True-Up Adjustment Date, the Servicer shall provide Moody’s with a schedule indicating any changes to the Environmental Control Charge. ] (e) If deemed appropriate by the Servicer to protect Environmental Control Bondholders and to remedy a significant and recurring variance between Actual Environmental Control Charge Collections and Estimated Environmental Control Charge Collections, as authorized by the Financing Exhibit A-3 Order, the Servicer shall file Non-Routine True-Up Adjustments to the Environmental Control Charge (as defined in the Financing Order) to accommodate material changes to the True-Up Mechanism. Such filings shall be made at least 90 days prior to the proposed effective date of the proposed adjustments. The Servicer shall provide notice of such non-routine adjustment and resulting change to the Environmental Control Charge to Fitch. The Servicer agrees to comply with the following servicing procedures to assess its compliance with applicable servicing criteria.