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PUBLIC SERVICE COMPANY OF NEW MEXICO
TO
THE CHASE MANHATTAN BANK
Trustee
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THIRD SUPPLEMENTAL INDENTURE
Dated as of October 1, 1999
To
INDENTURE
Dated as of March 11, 1998
----------------------------
Providing for
6.60% 1999 Pollution Control Series A Senior Unsecured Notes Due 2029
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THIRD SUPPLEMENTAL INDENTURE, dated as of October 1, 1999, between
PUBLIC SERVICE COMPANY OF NEW MEXICO, a corporation duly organized and existing
under the laws of the State of New Mexico (the "Company"), having its principal
office at Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxx Xxxxxx 00000, and THE CHASE
MANHATTAN BANK, a New York banking corporation, as Trustee (the "Trustee") under
the Indenture dated as of March 11, 1998 between the Company and the Trustee
(the "Indenture").
RECITALS OF THE COMPANY
The Company has executed and delivered the Indenture to the Trustee to
provide for the issuance from time to time of its senior notes (the "Notes"),
said Notes to be issued in one or more series as in the Indenture provided.
The Company has executed and delivered to the Trustee a First
Supplemental Indenture, dated as of March 11, 1999, between the Company and the
Trustee to establish the forms and terms of seven series of Notes and a Second
Supplemental Indenture, dated as of March 11, 1998, between the Company and the
Trustee to establish the forms and terms of three series of Notes (the
Indenture, as supplemented by said First Supplemental Indenture and said Second
Supplemental Indenture, collectively, the "Indenture, as heretofore
supplemented").
Pursuant to the terms of the Indenture, the Company desires to provide
for the establishment of a new series of Notes to be known as its 6.60% 1999
Pollution Control Series A Senior Unsecured Notes Due 2029 (the "1999 Notes"),
the form and substance of the 1999 Notes and the terms, provisions, and
conditions thereof to be set forth as provided in the Indenture and this Third
Supplemental Indenture.
The Company and the City of Farmington, in the County of San Xxxx, an
incorporated municipality, a body politic and corporate, existing under the
constitution and laws of the State of New Mexico (together with its successors
and assigns, the "City"), are concurrently herewith entering into an Installment
Sale Agreement, dated as of October 1, 1999 (the "Sale Agreement"), whereby the
City has agreed to cooperate with the Company and will issue and deliver
pollution control revenue bonds under the Pollution Control Revenue Xxxx Xxx,
XXXX 0000, xx.xx. 3-59-1 to 3-59-14 (1973), as amended.
Pursuant to Ordinance No. 99-1102, adopted by the City on October 12,
1999, as supplemented by Resolution No. 99-965, adopted by the City on October
12, 1999 (as so supplemented, the "Ordinance"), the City has (1) authorized and
provided for the issuance of $11,500,000 principal amount of its Pollution
Control Revenue Bonds, 1999 Series A (Public Service Company of New Mexico San
Xxxx Project) (the "Revenue Bonds"), to bear interest at the rate of 6.60% per
annum and to mature October 1, 2029; and (2) appointed First Security Bank of
New Mexico, N.A., as trustee under the Ordinance (together with any successor
trustee under the Ordinance, the "Revenue Bond Trustee").
Under the Sale Agreement, the Company is obligated to make certain
payments to the City, which the City has pledged and assigned to the Revenue
Bond Trustee by the terms of the Ordinance, to provide for the payment of the
principal of, and premium, if any, and interest on, the Revenue Bonds.
1
The Company by the Guaranty Agreement, dated as of October 1, 1999 (the
"Guaranty"), by and between the Company and the Revenue Bond Trustee, guarantees
payment of the principal of and interest on the Revenue Bonds (the "Guaranteed
Amounts") and agrees to issue its 1999 Notes, to be delivered to the Revenue
Bond Trustee, as security for the performance of the Company's obligation under
the Guaranty to pay the Guaranteed Amounts.
All things necessary to make this Third Supplemental Indenture a valid
agreement of the Company, and to make the 1999 Notes, when executed by the
Company and authenticated and delivered by the Trustee, the valid obligations of
the Company, have been done.
NOW, THEREFORE, THIS THIRD SUPPLEMENTAL INDENTURE WITNESSETH:
For and in consideration of the premises and the acceptance of the 1999
Notes by the Revenue Bond Trustee under the Ordinance as collateral security for
the Revenue Bonds, and for the purpose of setting forth, as provided in the
Indenture, the form and substance of the 1999 Notes and the terms, provisions,
and conditions thereof, it is mutually agreed, for the equal and proportionate
benefit of all Holders of the 1999 Notes, as follows:
ARTICLE ONE
GENERAL TERMS AND CONDITIONS
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OF THE 1999 NOTES
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SECTION 1.01. There shall be and is hereby authorized a new series of
Notes designated the "6.60% 1999 Pollution Control Series A Senior Unsecured
Notes Due 2029". The 1999 Notes shall be limited in aggregate principal amount
to $11,500,000. The 1999 Notes shall mature, and the principal thereof shall be
due and payable together with all accrued and unpaid interest thereon, on
October 1, 2029. Subject to the provisions of Section 1.03 hereof, the 1999
Notes shall bear no interest until an Initial Interest Accrual Date, if any, has
been determined in accordance with Section 1.03 hereof. The 1999 Notes shall be
issued in the form of registered Notes without coupons, in denominations of
$1,000 and any integral multiple thereof. Each of the 1999 Notes shall be dated
as of the date of its authentication.
SECTION 1.02. The 1999 Notes shall be issued to and registered in the
name of the Revenue Bond Trustee under the Ordinance and shall be
non-transferable, except as may be required to effect transfer to any successor
trustee to the Revenue Bond Trustee under the Ordinance. Principal of, and
premium, if any, and interest on the 1999 Notes will be payable, and
registration of transfer and exchanges of the 1999 Notes may be effected, and
notices and demands to or upon the Company in respect of the 1999 Notes and the
Indenture, as supplemented from time to time, may be served at the office or
agency of the Company maintained for that purpose in The City and State of New
York, which shall be the Corporate Trust Office of the Trustee. The 1999 Notes
shall be deemed fully paid, and the obligation of the Company thereunder shall
be terminated, to the extent and in the manner provided in Section 1.05 hereof.
2
SECTION 1.03. The 1999 Notes have been issued to the Revenue Bond
Trustee to secure the obligations of the Company under the Guaranty to pay the
Guaranteed Amounts. In the event of failure by the Company to make any payment
of any Guaranteed Amounts when and as required by the Company under the
Guaranty, the 1999 Notes shall bear interest at the rate of 6.60% per annum from
the last day to which interest on the Revenue Bonds has been paid in full prior
to the failure of the Company to pay such Guaranteed Amounts (such date being
herein defined as the "Initial Interest Accrual Date"), and interest at such
rate shall be payable on the semi-annual dates due with respect to such Revenue
Bonds, i.e., April 1st and October 1st in each year (each an "Interest Payment
Date") commencing on the first Interest Payment Date of the Revenue Bonds
following the Initial Interest Accrual Date.
The Trustee may conclusively presume that no payments with respect to
interest on the 1999 Notes are due unless and until the Trustee shall have
received a written certificate from the Revenue Bond Trustee, signed by an
authorized officer of the Revenue Bond Trustee, certifying that the Company has
failed to make a payment of any Guaranteed Amount when and as required to be
made by it under the Guaranty and specifying such Guaranteed Amount, the
interest rate, the Initial Interest Accrual Date, the Interest Payment Date and
such other terms as shall be applicable to the payment of interest on the 1999
Notes. The Trustee may rely and shall be fully protected in acting upon any such
certificate and shall have no duty with respect to the terms specified in any
such certificate other than to make them available for inspection by the
Company.
SECTION 1.04. The 1999 Notes shall be redeemed, in whole or in part, at
the principal amount thereof plus any premium, as hereinafter provided, and any
accrued and unpaid interest from the Initial Interest Accrual Date to their
redemption date, if the Revenue Bond Trustee notifies the Trustee in writing
that Revenue Bonds are subject to redemption as provided in Section 3.02 of the
Ordinance. Any such notice must be received by the Trustee no later than five
days (unless a shorter period of time is acceptable to the Trustee) prior to any
redemption date fixed for the Revenue Bonds to be redeemed and shall specify the
principal amount of such Revenue Bonds anticipated as of the date of such notice
to be redeemed, the redemption date, the redemption premium, if any, and the
amount of accrued and unpaid interest anticipated to be paid thereon. In the
event such notice is given to the Trustee as provided above, the redemption date
of the 1999 Notes shall be the date on which the Revenue Bonds are fixed for
redemption, and on such date the said 1999 Notes shall become due and payable in
the same principal amount as the Revenue Bonds in fact redeemed pursuant to
Section 3.01 of the Ordinance. The redemption price payable in respect of the
1999 Notes shall include a premium in the event (and only in the event) that any
redemption premium is payable in respect of the corresponding Revenue Bonds in
fact redeemed pursuant to Section 3.01 of the Ordinance, and, in such event, the
amount of such premium in respect of the redemption price of the 1999 Notes
shall be an amount equal to the redemption premium so payable in respect of such
Revenue Bonds. The Company shall deposit in trust with the Trustee on the
redemption date an amount of money sufficient to pay the principal amount, plus
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any premium and accrued and unpaid interest, if any, to the date fixed for
redemption on the 1999 Notes to be redeemed (the "Redemption Price"). Upon
presentation to the Trustee of any of the 1999 Notes by the Revenue Bond Trustee
for payment of the Redemption Price, such 1999 Notes so presented shall be
redeemed and paid in full. However, if, in lieu of presenting the 1999 Notes due
for redemption, the Revenue Bond Trustee shall deliver such 1999 Notes to the
Trustee for cancellation, then, and in that event, subject to Section 1.05
hereof, such of the 1999 Notes so presented for cancellation shall be deemed
fully paid, and if any moneys shall have been deposited with the Trustee for
such redemption, then such moneys shall be paid over to the Company, and the
1999 Notes so surrendered shall be canceled in accordance with Section 1.05
hereof.
SECTION 1.05 Upon surrender by the Revenue Bond Trustee or the Company
to the Trustee hereunder of any of the 1999 Notes for cancellation, such notes
shall be canceled by the Trustee and delivered to the Company and shall be
deemed fully paid and the obligations of the Company thereunder terminated.
SECTION 1.06 The 1999 Notes shall be defeasible pursuant to Section
13.02 and Section 13.03 of the Indenture.
ARTICLE TWO
FORM OF THE 1999 NOTES
----------------------
SECTION 2.01. The 1999 Notes and the Trustee's certificate of
authentication to be endorsed thereon are to be substantially in the following
form:
Pursuant to Section 1.02 of the Third Supplemental Indenture dated as
of October 1, 1999, supplemental to the Indenture, dated as of March 11, 1998,
between Public Service Company of New Mexico and The Chase Manhattan Bank, as
Trustee, as supplemented, this Note is nontransferable, except as may be
required to effect transfer to any successor trustee to the Revenue Bond Trustee
(as defined herein).
PUBLIC SERVICE COMPANY OF NEW MEXICO
6.60% 1999 Pollution Control Series A Senior Unsecured Note Due 2029
No. $__________
PUBLIC SERVICE COMPANY OF NEW MEXICO, a corporation organized and
existing under the laws of the State of New Mexico (herein called the "Company"
which term includes any successor Person under the Indenture hereinafter
referred to), for value received, hereby promises to pay to , as trustee under
the Ordinance (as defined herein), on October 1, 2029 (unless this Note shall
have been called for previous redemption and provision made for the payment of
the redemption price thereof), the principal sum of ____ Dollars ($_______) and
to pay interest thereon from the Initial Interest Accrual Date (as defined
herein) to the date of payment of this Note at the rate of 6.60% per annum
payable on the first Interest Payment Date of April 1st and October 1st
following the Initial Interest Accrual Date.
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Payment of the principal of, and premium, if any, and any such interest
on this Note will be made at the office or agency of the Company maintained for
that purpose in The City of New York, in such coin or currency of the United
States of America as at the time of payment is legal tender for payment of
public and private debts.
This Note is one of a duly authorized issue of senior notes of the
Company (herein called the "Notes"), issued and to be issued in one or more
series under an Indenture, dated as of March 11, 1998 (herein called the
"Indenture", which term shall have the meaning assigned to it in such
instrument), between the Company and The Chase Manhattan Bank, as Trustee
(herein called the "Trustee," which term includes any successor trustee under
the Indenture), and reference is hereby made to the Indenture for a statement of
the respective rights, limitations of rights, duties and immunities thereunder
of the Company, the Trustee and the Holders of the Notes and of the terms upon
which the Notes are, and are to be, authenticated and delivered, to all of which
the Holder, by accepting this Note, assents. This Note is one of the series
designated on the face hereof, limited in aggregate principal amount to
$11,500,000.
The Indenture permits, with certain exceptions as therein provided, the
Company and the Trustee to enter into one or more supplemental indentures for
the purpose of adding any provisions to, or changing in any manner or
eliminating any of the provisions of, the Indenture with the consent of the
Holders of not less than a majority in aggregate principal amount of the Notes
of all series then Outstanding under the Indenture, considered as one class;
provided, however, that if there shall be Notes of more than one series
Outstanding under the Indenture and if a proposed supplemental indenture shall
directly affect the rights of the Holders of Notes of one or more, but less than
all, of such series, then the consent only of the Holders of a majority in
aggregate principal amount of the Outstanding Notes of all series so directly
affected, considered as one class, shall be required. The Indenture also
contains provisions permitting the Holders of specified percentages in principal
amount of the Notes of each, or all series, as the case may be, then Outstanding
under the Indenture, on behalf of the Holders of all Notes of such series, to
waive compliance by the Company with certain provisions of the Indenture and
permitting the Holders of specified percentages in principal amount of the Notes
of each series Outstanding under the Indenture, on behalf of the Holders of all
Notes of such series, to waive certain past defaults under the Indenture and
their consequences, provided, however, that if any such past default affects
more than one series of Notes, the Holders of a majority in aggregate principal
amount of the Outstanding Notes of all such series, considered as one class,
shall have the right to waive such past default, and not the Holders of the
Notes of any one such series. Any such consent or waiver by the Holder of this
Note shall be conclusive and binding upon such Holder and upon all future
Holders of this Note and of any Note issued upon the registration of transfer
hereof or in exchange herefor or in lieu hereof, whether or not notation of such
consent or waiver is made upon this Note.
As provided in and subject to the provisions of the Indenture, the
Holder of this Note shall not have the right to institute any proceeding with
respect to the Indenture or for the appointment of a receiver or trustee or for
any other remedy thereunder, unless such Holder shall have previously given the
Trustee written notice of a continuing Event of Default with respect to the
Notes of this series, the Holders of not less than a majority in aggregate
principal amount of the Notes of all series at the time Outstanding in respect
of which an Event of Default shall have occurred and be continuing, considered
as one class, shall have made written request to the Trustee to institute
5
proceedings in respect of such Event of Default as Trustee and offered the
Trustee reasonable indemnity, and the Trustee shall not have received from the
Holders of a majority in principal amount of Notes of all series at the time
Outstanding in respect of which an Event of Default shall have occurred and be
continuing, considered as one class, a direction inconsistent with such request,
and shall have failed to institute any such proceeding, for 60 days after
receipt of such notice, request and offer of indemnity. The foregoing shall not
apply to any suit instituted by the Holder of this Note for the enforcement of
any payment of principal hereof or interest hereon on or after the respective
due dates expressed herein.
No reference herein to the Indenture and no provision of this Note or
of the Indenture shall alter or impair the obligation of the Company, which is
absolute and unconditional, to pay the principal of and any premium and interest
on this Note at the times, place and rate, and in the coin or currency, herein
prescribed.
The Notes of this series have been issued to First Security Bank of New
Mexico, N.A., Albuquerque, New Mexico, as trustee (the "Revenue Bond Trustee"),
under Ordinance No. 99-1102 adopted by the City of Farmington, New Mexico (the
"City"), on October 12, 1999, as supplemented by Resolution No. 99-965 adopted
by the City on October 12, 1999 (as so supplemented, the "Ordinance"), to secure
the guarantee by the Company under a Guaranty Agreement dated as of October 1,
1999 between the Company and the Revenue Bond Trustee (the "Guaranty"), of
payment of the principal of and interest due (the "Guaranteed Amounts") on the
Pollution Control Revenue Bonds, 1999 Series A (Public Service Company of New
Mexico San Xxxx Project), issued by the City under the Ordinance (the "Revenue
Bonds").
In the event of failure by the Company to make any payment of any
Guaranteed Amount when and as required to be made by it under the Guaranty, this
Note shall bear interest from the last date to which interest on such Revenue
Bonds has been paid in full prior to the failure of the Company to pay such
Guaranteed Amount (such date being herein defined as the "Initial Interest
Accrual Date"), at the rate of 6.60% per annum payable on the first day of April
and the first day of October of each year, commencing on the first Interest
Payment Date following the Initial Interest Accrual Date.
The Trustee may conclusively presume that no payments with respect to
interest on the Notes of this series are due unless and until the Trustee shall
have received a written certificate from the Revenue Bond Trustee or successor
trustee under the Ordinance, signed by an authorized officer of the Revenue Bond
Trustee or such successor trustee, certifying that the Company has failed to
make a payment of any Guaranteed Amount when and as required to be made by it
under the Guaranty and specifying such Guaranteed Amount, the Initial Interest
Accrual Date and such other matters, if any, as shall be pertinent to the
payment of interest on the Notes of this series. The Trustee may rely and shall
be fully protected in acting upon any such certificate and shall have no duty
with respect to the matters specified in any such certificate other than to make
it available for inspection by the Company.
6
Upon the surrender for cancellation, at any time or from time to time,
of Notes of this series by the Revenue Bond Trustee, successor trustee under the
Ordinance, or the Company to the Trustee, the Notes so surrendered shall be
deemed fully paid and the obligations of the Company thereunder shall be
terminated, and such Notes shall be canceled by the Trustee and delivered to the
Company.
This Note is nontransferable except to effect transfer to any successor
trustee to the Revenue Bond Trustee, any such transfer to be made as provided in
the Indenture and subject to certain limitations therein set forth, by the
registration of transfer of this Note in the Note Register, upon surrender of
this Note for registration of transfer at the office or agency of the Company in
any place where the principal of and any premium and interest on this Note are
payable, duly endorsed by, or accompanied by a written instrument of transfer in
form satisfactory to the Company and the Note Registrar duly executed by, the
Holder hereof or his attorney duly authorized in writing, and thereupon one or
more new Notes of this series and of like tenor, of authorized denominations and
for the same aggregate principal amount, will be issued to the successor Revenue
Bond Trustee.
If an Event of Default with respect to Notes of this series shall occur
and be continuing, the principal of the Notes of this series may be declared due
and payable in the manner and with the effect provided in the Indenture.
No recourse shall be had for the payment of the principal of or
premium, if any, or interest, if any, on any Notes, or any part thereof, or for
any claim based thereon or otherwise in respect thereof, or of the indebtedness
represented thereby, or upon any obligation, covenant or agreement under the
Indenture, against any incorporator, stockholder, employee, officer or director,
as such, past, present or future of the Company or of any predecessor or
successor corporation (either directly or through the Company or a predecessor
or successor corporation), whether by virtue of any constitutional provision,
statute or rule of law, or by the enforcement of any assessment or penalty or
otherwise; it being expressly agreed and understood that the Indenture and all
Notes are solely corporate obligations, and that no personal liability
whatsoever shall attach to, or be incurred by, any incorporator, stockholder,
employee, officer or director, past, present or future, of the Company or of any
predecessor or successor corporation, because of the indebtedness hereby
authorized or under or by reason of any of the obligations, covenants or
agreements contained in the Indenture or in any of the Notes or to be implied
herefrom or therefrom, and that any such personal liability is hereby expressly
waived and released as a condition of, and as part of the consideration for, the
execution of the Indenture and the issuance of the Notes.
The Notes of this series are issuable only in registered form without
coupons in denominations of $1,000 and any integral multiple thereof. As
provided in the Indenture and subject to certain limitations therein set forth,
Notes of this series are exchangeable for a like aggregate principal amount of
Notes of this series and of like tenor of a different authorized denomination,
as requested by the Holder surrendering the same.
No service charge shall be made for any such registration of transfer
or exchange, but the Company may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith.
7
Prior to due presentment of this Note for registration of transfer, the
Company, the Trustee and any agent of the Company or the Trustee may treat the
Person in whose name this Note is registered as the owner hereof for all
purposes, whether or not this Note be overdue, and neither the Company, the
Trustee nor any such agent shall be affected by notice to the contrary.
The Notes of this series shall be redeemable as provided in the Third
Supplemental Indenture, dated as of October 1, 1999, supplemental to the
Indenture.
All terms used in this Note which are defined in the Indenture shall
have the meanings assigned to them in the Indenture.
Unless the certificate of authentication hereon has been executed by
the Trustee referred to below by manual signature, this Note shall not be
entitled to any benefit under the Indenture or be valid or obligatory for any
purpose.
IN WITNESS WHEREOF, the Company has caused this instrument to be duly
executed under its corporate seal.
PUBLIC SERVICE COMPANY OF NEW MEXICO
By:
--------------------------------
[Title]
Attest:
---------------------
[Assistant] Secretary
CERTIFICATION OF AUTHENTICATION
-------------------------------
This is one of the Notes of the series designated therein referred to
in the within-mentioned Indenture.
Dated:
THE CHASE MANHATTAN BANK, as Trustee
By:
----------------------------------
Authorized Officer
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ARTICLE THREE
ORIGINAL ISSUE OF 1999 NOTES
----------------------------
SECTION 3.01. 1999 Notes in the aggregate principal amount of
$11,500,000 may, upon execution of this Third Supplemental Indenture, or from
time to time thereafter, be executed on behalf of the Company by any officer or
employee authorized to do so by a Board Resolution under its corporate seal
affixed thereto or reproduced thereon attested by its Secretary or by one of its
Assistant Secretaries and delivered to the Trustee for authentication, and the
Trustee shall thereupon authenticate and deliver said 1999 Notes in accordance
with a Company Order delivered to the Trustee by the Company.
ARTICLE FOUR
PAYING AGENT AND REGISTRAR
--------------------------
SECTION 4.01. The Chase Manhattan Bank will be the Paying Agent and
Note Registrar for the 1999 Notes.
ARTICLE FIVE
SUNDRY PROVISIONS
-----------------
SECTION 5.01. The Company hereby covenants that so long as any of the
1999 Notes shall remain outstanding, the Company shall deliver to the Trustee as
soon as available copies (certified by an officer or employee of the Company to
be true) of the Ordinance, the Sale Agreement, the Guaranty and copies of any
supplements, amendments or replacements thereto, together with such other
documents and instruments as the Trustee may reasonably request from time to
time in connection with the transactions contemplated hereby. The Trustee shall
have no duty to examine or take any other action with respect to any such
documents or instruments so received by it, other than to retain in its files
any of same which it so receives and to make same available for inspection
during normal business hours by any owner of the 1999 Notes.
SECTION 5.02. Except as otherwise expressly provided in this Third
Supplemental Indenture or in the form of the 1999 Notes or otherwise clearly
required by the context hereof or thereof, all terms used herein or in said form
of the 1999 Notes that are defined in the Indenture shall have the several
meanings respectively assigned to them thereby.
SECTION 5.03. The Indenture, as heretofore supplemented and as
supplemented by this Third Supplemental Indenture, is in all respects ratified
and confirmed, and this Third Supplemental Indenture shall be deemed part of the
Indenture in the manner and to the extent herein and therein provided.
9
SECTION 5.04. The Trustee hereby accepts the trusts herein declared,
provided, created, supplemented, or amended and agrees to perform the same upon
the terms and conditions herein and in the Indenture set forth and upon the
following terms and conditions:
The Trustee shall not be responsible in any manner whatsoever
for or in respect of the validity or sufficiency of this
Third Supplemental Indenture or for or in respect of the
recitals contained herein, all of which recitals are made by
the Company solely. In general, each and every term and
condition contained in Article VI of the Indenture shall
apply to and form part of this Third Supplemental Indenture
with the same force and effect as if the same were herein set
forth in full with such omissions, variations, and
insertions, if any, as may be appropriate to make the same
conform to the provisions of this Third Supplemental
Indenture.
To the extent permitted by Section 6.01 of the Indenture, and
without limitation of Section 6.03 of the Indenture, the
Trustee may rely and shall be protected in acting upon any
resolution, certificate, statement, instrument, opinion,
report, notice, request, direction, consent, order, bond,
debenture, note, other evidence of indebtedness, or other
paper or document (including, without limitation, the
Ordinance, the Sale Agreement, the Guaranty, any notice,
certificate, or other document provided for in the Ordinance,
the Sale Agreement, the Guaranty) believed by the Trustee to
be genuine and to have been signed or presented by the proper
party or parties.
SECTION 5.05. This Third Supplemental Indenture may be executed in any
number of counterparts, each of which so executed shall be deemed to be an
original, but all such counterparts shall together constitute but one and the
same instrument.
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IN WITNESS WHEREOF, the parties hereto have caused this Third
Supplemental Indenture to be duly executed, and their respective corporate seals
to be hereunto affixed and attested, all as of the day and year first above
written.
PUBLIC SERVICE COMPANY OF NEW MEXICO
By: /s/ X. X. Xxxx
-------------------------------
X. X. Xxxx
Vice President and Treasurer
Attest:
-------------------
Assistant Secretary
THE CHASE MANHATTAN BANK, as Trustee
By: /s/ X. X. Xxxxx
---------------------------------
X. X. Xxxxx
Vice President
Attest:
-------------------
Trust Officer
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STATE OF NEW MEXICO )
) ss:
COUNTY OF BERNALILLO )
On the __ day of October, 1999 before me personally came X. X. Xxxx, to
me known, who, being by me duly sworn, did depose and say that he is Vice
President and Treasurer of Public Service Company of New Mexico, one of the
corporations described in and which executed the foregoing instrument; that he
knows the seal of said corporation; that the seal affixed to said instrument is
such corporate seal; that it was so affixed by authority of the Board of
Directors of said corporation; and that he signed his name thereto by like
authority.
-------------------------------------
Notary Public
My Commission Expires:
--------------
STATE OF NEW YORK )
) ss:
COUNTY OF NEW YORK )
On the __ day of October, 1999 before me personally came X. X. Xxxxx,
to me known, who, being by me duly sworn, did depose and say that he is a Vice
President of The Chase Manhattan Bank, one of the corporations described in and
which executed the foregoing instrument; that he knows the seal of said
corporation; that the seal affixed to said instrument is such corporate seal;
that it was so affixed by authority of the Board of Directors of said
corporation; and that he signed his name thereto by like authority.
-------------------------------------
Notary Public
TLH0199
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