Thirteenth Supplemental Indenture Providing among other things for Mortgage Bonds Guarantee Series D of 2005 due 2034
Exhibit
4.6
OHIO
EDISON
COMPANY
with
THE
BANK OF NEW
YORK,
As
Trustee
Providing
among
other things for
Mortgage
Bonds
Guarantee
Series D
of 2005 due 2034
Dated
as of June 1,
2005
1
SUPPLEMENTAL
INDENTURE,
dated as of June
1, 2005, between Ohio
Edison
Company,
a corporation
organized and existing under the laws of the State of Ohio (hereinafter called
the “Company”), and The
Bank of
New
York,
a banking
corporation organized and existing under the laws of the State of New York,
as
Trustee under the Indenture hereinafter referred to.
WHEREAS,
the
Company has heretofore executed and delivered to
The Bank of New
York,
as Trustee (hereinafter called the “Trustee”), a certain General Mortgage
Indenture and Deed of Trust, dated as of January 1, 1998, to secure bonds of
the
Company, issued and to be issued in series, from time to time, in the manner
and
subject to the conditions set forth in the said Indenture, which Indenture
as
heretofore and hereby supplemented is hereinafter referred to as the
“Indenture”; and
WHEREAS,
the
Company has entered into a Waste Water Facilities and Solid Waste Facilities
Loan Agreement, dated as of June 1, 2005, with the Ohio Water Development
Authority (the “Authority”) in connection with which the Authority will issue
$40,000,000 aggregate principal amount of State of Ohio Pollution Control
Revenue Refunding Bonds Series 2005-B (Ohio Edison Company Project) (the
“Revenue Bonds”) under a Trust Indenture, dated as of June 1, 2005 (the “Revenue
Bond Indenture”), between the Authority and X.X. Xxxxxx Trust Company, National
Association, as trustee (the “Revenue Bond Trustee”), in order to provide funds
to loan to the Company for the purpose of refunding certain bonds previously
issued by the Authority to assist the Company in the financing of the cost
of
certain waste water facilities and solid waste facilities;
WHEREAS,
in
conjunction with the issuance of the Revenue Bonds, the Company has entered
into
an Insurance Agreement, dated as of June 22, 2005 (the “Insurance Agreement”),
between the Company and Financial Guaranty Insurance Company,
a New York stock
insurance corporation (the “Insurer”), under which the Insurer has agreed to
issue a municipal bond new issue insurance policy (the “Policy”) in favor of the
holders of the Revenue Bonds, and the Company has agreed to deliver to the
Insurer a series of bonds issued by the Company under its General Mortgage
Indenture and Deed of Trust, dated as of January 1, 1998, as supplemented,
to
The Bank of New York, as Trustee (the “Indenture”), as security for the
Insurer’s payment of the amounts due under the Policy;
and
WHEREAS,
the
Company, by appropriate corporate action in conformity with the terms of the
Indenture, has duly determined to create a new series of bonds under the
Indenture, consisting of $40,000,000 in aggregate principal amount to be
designated as “Mortgage Bonds, Guarantee Series D of 2005 due 2034” (hereinafter
referred to as the “bonds of Guarantee Series D of 2005”), which shall bear
interest at the rate per annum set forth in, shall be subject to certain
redemption rights and obligations set forth in, and will otherwise be in the
form and have the terms and provisions provided for in this Supplemental
Indenture and set forth in the form of such bond below:
2
[Form
of Bond of
Guarantee Series D of 2005]
This
bond is not
transferable except (i) to a successor to Financial Guaranty Insurance Company
(“FGIC”) under the Insurance Agreement dated as of June 22, 2005, between the
Company and FGIC, or (ii) in compliance with a final order of a court of
competent jurisdiction or in connection with any bankruptcy or reorganization
proceeding of the Company.
OHIO
EDISON
COMPANY
Mortgage
Bond,
Guarantee Series D of 2005 due 2034
Due
January
1, 2034
$_________________
No.
____
Ohio
Edison
Company,
a corporation of
the State of Ohio (hereinafter called the Company), for value received, hereby
promises to pay to, or
registered
assigns, _______________________________ Dollars at an office or agency of
the
Company in the Borough of Manhattan, The City of New York, New York or in the
City of Akron, Ohio, on January 1, 2034, in any coin or currency of the United
States of America which at the time of payment is legal tender for public and
private debts, and to pay at said offices or agencies to the registered owner
hereof, in like coin or currency, interest thereon from the Interest Payment
Date (as defined herein) next preceding the date of this bond unless the date
hereof is prior to the first Interest Payment Date for the bonds of this series,
in which case from June 22, 2005 (the date of original issuance of the bonds
of
this series) (or, if this bond is dated between the Record Date (as defined
herein) for any Interest Payment Date and such Interest Payment Date, then
from
such Interest Payment Date), at the rate from time to time borne by the State
of
Ohio Pollution Control Revenue Refunding Bonds, Series 2005-B (Ohio Edison
Company Project) (the “Revenue Bonds”) issued by the Ohio Water Development
Authority (the “Authority”) under the Trust Indenture, dated as of June 1, 2005
(the “Revenue Bond Indenture”), between the Authority and X.X. Xxxxxx Trust
Company, National Association, as trustee (the “Revenue Bond Trustee”);
provided,
however,
that in no event
shall the rate of interest borne by the Bonds of this series exceed 12% per
annum. Payments of principal of and interest on this bond shall be made at
an
office or agency of the Company in the Borough of Manhattan, The City of New
York, New York or in the City of Akron, Ohio.
The
interest so
payable on any Interest Payment Date will, subject to certain exceptions in
the
Indenture hereinafter mentioned, be paid to the person in whose name this bond
is registered at the close of business on the Record Date. As used herein,
“Interest Payment Date” and “Record Date” shall mean an Interest Payment Date
and Record Date, respectively, as defined in the Revenue Bonds.
The
provisions of
this bond are continued on the reverse-hereof and such continued provisions
shall for all purposes have the same effect as though fully set forth at this
place.
This
bond shall not
become valid or obligatory until The Bank of New York, the Trustee under the
Indenture referred to on the reverse hereof, or its successor thereunder, shall
have authenticated the form of certificate endorsed hereon.
3
IN
WITNESS WHEREOF, Ohio
Edison
Company
has caused this
bond to be signed in its name by its President or a Vice President, by his
or
her signature or a facsimile thereof, and its corporate seal to be affixed
hereto or reproduced hereon, attested by its Corporate Secretary or an Assistant
Corporate Secretary, by his or her signature or a facsimile thereof.
| Dated: | ||
| OHIO EDISON COMPANY | ||
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| Attest: | By: | |
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| Title: | ||
__________________________
Title:
[Form
of Trustee’s
Authentication Certificate]
Trustee’s
Authentication Certificate
This
is one of the
bonds of the series designated therein referred to in the within-mentioned
Indenture.
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THE
BANK OF NEW YORK,
as
Trustee
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| By: | ||
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| Authorized Signatory | ||
[Reverse
of Form of
Bond of Guarantee Series D of 2005]
OHIO
EDISON
COMPANY
Mortgage
Bond,
Guarantee Series D of 2005 due 2034
This
bond is one of
an issue of bonds of the Company, issuable in series, and is one of a series
known as its Mortgage Bonds of the series designated in its title, all issued
and to be issued under and equally secured (except as to any money, obligations
or other instruments, or earnings thereon, deposited with the Trustee in
accordance with the provisions of the Indenture hereinafter mentioned for the
bonds of any particular series) by a General Mortgage Indenture and Deed of
Trust, dated as of January 1, 1998, executed by the Company to The Bank of
New
York, as Trustee, as amended and supplemented by indentures supplemental thereto
to which Indenture as so amended and supplemented (herein referred to as the
“Indenture”) reference is made for a description of the property mortgaged and
pledged, the nature and extent of the security, the rights of the holders of
the
bonds in respect thereof and the terms and conditions upon which the bonds
are
secured.
4
The
bonds of this
series are issued and to be issued in order to provide security to Financial
Guaranty Insurance Company, a New York stock insurance corporation (the
“Insurer”), in connection with its issuance of a municipal bond new issue
insurance policy (the “Policy”) in favor of the holders of the Revenue Bonds
pursuant to the Insurance Agreement dated as of June 22, 2005 (the “Insurance
Agreement”) between the Insurer and the Company in connection with the issuance
of the Revenue Bonds. In order to provide monies to fund a loan made by the
Authority to the Company pursuant to a Waste Water Facilities and Solid Waste
Facilities Loan Agreement dated as of June 1, 2005 between the Authority and
the
Company (the “Loan Agreement”), the Authority issued the Revenue Bonds under and
pursuant to the Revenue Bond Indenture. Payments made by the Company of
principal and interest on the bonds of this series are intended to be sufficient
to reimburse the Insurer for any payments of principal and interest made by
the
Insurer on the Revenue Bonds pursuant to the Policy.
The
bonds of this
series are not transferable except (i) as required to effect an assignment
to a
successor of the Insurer under the Insurance Agreement or (ii) in compliance
with a final order of a court of competent jurisdiction in connection with
any
bankruptcy or reorganization proceeding of the Company.
The
Company’s
obligation to make payments with respect to interest on the bonds of this series
shall be fully or partially satisfied and discharged to the extent that, at
the
time any such payment shall be due, the corresponding amount then due of
interest on the Revenue Bonds shall have been fully or partially paid (other
than by the application of the proceeds of any payment by the Insurer under
the
Policy), as the case may be, or there shall have been deposited with the Revenue
Bond Trustee pursuant to the Revenue Bond Indenture trust funds sufficient
under
such indenture to fully or partially pay, as the case may be, the corresponding
amount then due of interest on the Revenue Bonds (other than by the application
of the proceeds of any payment by the Insurer under the Policy). Notwithstanding
anything contained herein or in the Indenture to the contrary, the Company
shall
be obligated to make payments with respect to interest on the bonds of this
series only to the extent that the Insurer has made a payment with respect
to
the Revenue Bonds under the Policy.
The
Trustee may
conclusively presume that the obligation of the Company to pay the principal
of,
and interest, if any on the bonds of this series as the same shall become due
and payable shall have been fully satisfied and discharged unless and until
it
shall have received written notice from the Insurer, signed by an authorized
officer thereof, stating that the Insurer is exercising its rights under the
Insurance Agreement with respect to the bonds of this series.
Upon
payment of the
principal of any Revenue Bonds, whether at maturity or prior to maturity by
acceleration, redemption or otherwise, or upon provision for the payment thereof
having been made in accordance with the Revenue Bond Indenture (other than
by
the application of the proceeds of any payment by the Insurer under the Policy),
the bonds of this series in a principal amount equal to the principal amount
of
such Revenue Bonds so paid or for which such provision for payment has been
made
shall be deemed fully paid, satisfied and discharged and the obligations of
the
Company thereunder shall be terminated and such bonds of this series shall
be
surrendered to and canceled by the Trustee. From and after the Release Date
(as
defined in the Insurance Agreement), the bonds of this series shall be deemed
fully paid, satisfied and discharged and the obligation of the Company
thereunder shall be terminated. On the Release Date or promptly following,
the
bonds of this series shall be surrendered to and canceled by the
Trustee.
5
The
principal
hereof may be declared or may become due on the conditions, in the manner and
at
the time set forth in the Indenture upon the occurrence and continuance of
an
Event of Default (as defined in the Indenture) as in the Indenture
provided.
The
bonds of this
series shall be redeemed by the Company in whole at any time prior to maturity
at a redemption price of 100% of the principal amount to be redeemed, plus
accrued and unpaid interest to the redemption date, upon receipt by the Trustee
of written advice from the Insurer, confirmed in writing by the Revenue Bond
Trustee, stating that the principal amount of all Revenue Bonds then outstanding
under the Revenue Bond Indenture has been declared due and payable pursuant
to
the provisions of Section 11.02 of the Revenue Bond Indenture, specifying the
date of the accelerated maturity of such Revenue Bonds and the date or dates
from which interest on the Revenue Bonds has then accrued and is unpaid
(specifying the rate or rates of such accrual and the principal amount of the
particular Revenue Bonds to which such rates apply), stating such declaration
of
maturity has not been annulled and demanding payment of the principal amount
of
the bonds of this series plus accrued interest thereon to the date fixed for
such redemption. The date fixed for such redemption shall be set forth in the
aforesaid written advice and shall not be (i) earlier than the later of (a)
the
date specified in such written advice as the date of accelerated maturity of
the
Revenue Bonds then outstanding under the Revenue Bond Indenture, and (b), unless
the registered owner or owners of the bonds of this series, waives the
requirement of notice of such redemption, forty five days after the Trustee’s
receipt of such written advice and (ii) later than fifty days after such date
of
accelerated maturity. Any required notice of redemption (or if the requirement
for such notice is waived, such redemption) shall become null and void for
all
purposes under the Indenture upon receipt by the Trustee of written notice
from
the Insurer of the annulment of the acceleration of the maturity of the Revenue
Bonds then outstanding under the Revenue Bond Indenture and of the rescission
of
the aforesaid written advice prior to the redemption date specified in such
notice of redemption (or if the requirement for such notice is waived, specified
in the aforesaid written advice), and thereupon no redemption of the bonds
of
this series and no payment in respect thereof as specified in such notice of
redemption (or if the requirement for such notice is waived, as specified in
the
aforesaid written advice) shall be effected or required. But no such rescission
shall extend to any subsequent written advice from the Insurer or impair any
right consequent on such subsequent written advice.
The
bonds of this
series are not otherwise redeemable prior to their maturity.
Unless
the
requirement for such notice is waived in accordance with the preceding
paragraph, any redemption of the bonds of this series shall be made after
written notice to the registered owner or owners of such bonds of this series,
sent by the Trustee by first class mail postage prepaid, at least 30 days and
not more than 60 days before the redemption date, unless a shorter notice period
is consented to in writing by the registered owner or owners of all bonds of
this series and such consent is filed with the Trustee, and such redemption
and
notice shall be made in the manner provided in the Supplemental Indenture,
subject to the provisions of the Indenture.
6
No
recourse shall be had for the payment of the principal of or premium, or
interest if any, on this bond, 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, 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, all
such liability of incorporators, stockholders, officers and directors being
released by the registered owner hereof by the acceptance of this bond and
being
likewise waived and released by the terms of the Indenture.
The
bonds of this
series are issuable only as a single registered bond without coupons in a
denomination equal to the aggregate principal amount of bonds of this series
outstanding. If and to the extent this bond becomes transferable, the registered
owner hereof, in person or by attorney duly authorized, may effectuate such
transfer at an office or agency of the Company, in the Borough of Manhattan,
The
City of New York, New York or in the City of Akron, Ohio, upon surrender and
cancellation of this bond and thereupon a new registered bond or bonds of the
same series for a like principal amount, will be issued to the transferee in
exchange therefor, as provided in the Indenture, and upon payment, if the
Company shall require it, of the transfer charges therein prescribed. The
Company and the Trustee may deem and treat the person in whose name this bond
is
registered as the absolute owner for the purpose of receiving payment of or
on
account of the principal and interest due hereon and for all other purposes.
[End
of Form of
Bond of Guarantee Series D of 2005]
and
Whereas,
all things
necessary to make the bonds of Guarantee Series D of 2005, when authenticated
by
the Trustee and issued as in the Indenture provided, the valid, binding and
legal obligations of the Company, entitled in all respects to the security
of
the Indenture, have been done and performed, and the creation, execution and
delivery of this Supplemental Indenture has in all respects been duly
authorized; and
WHEREAS,
the
Company deems it advisable to enter into this Supplemental Indenture for the
purposes of establishing the form, terms and provisions of the bonds of
Guarantee Series D of 2005, as provided and contemplated by Sections 2.01(a)
and
3.01(b) of the Indenture, and the Company has requested and hereby requests
the
Trustee to join in the execution of this Supplemental Indenture;
NOW,
THEREFORE, IT
IS HEREBY COVENANTED, DECLARED AND AGREED, by the Company, that all such bonds
of Guarantee Series D of 2005 are to be issued, authenticated and delivered,
subject to this Supplemental Indenture and to the further covenants, conditions,
uses and trusts in the Indenture set forth, and the parties hereto mutually
agree as follows:
7
SECTION
1. Bonds
of Guarantee
Series D of 2005 shall mature on the date set forth in the form of bond
hereinbefore set forth and, subject to the provisions of said form, shall bear
interest at the rate from time to time borne by the Revenue Bonds; provided,
however, that in no event shall the rate of interest borne by any bonds of
Guarantee Series D of 2005 exceed 12% per annum. Such interest shall be payable
as set forth in said form of bond of the 2005 Guarantee Series, and such bonds
of said series shall be designated as hereinbefore in the fourth Whereas clause
set forth. Both principal of and interest on said bonds shall be payable, to
the
extent specified in the form of bond hereinabove set forth, in any coin or
currency of the United States of America which at the time of payment is a
coin
or currency in which the Revenue Bonds are payable and is legal tender for
the
payment of public and private debts, at the office or agency of the Company
in
the Borough of Manhattan, The City of New York, New York or in the City of
Akron, Ohio. Definitive bonds of said series may be issued, originally or
otherwise, only as registered bonds without coupons, and in denominations of
$1,000 and authorized multiples thereof. Such bonds and the Trustee’s
certificate of authentication shall be substantially in the form hereinbefore
recited, and delivery of a bond of the 2005 Guarantee Series to the Trustee
for
authentication shall be conclusive evidence that the multiple thereof and its
serial number have been duly approved by the Company.
The
bonds of
Guarantee Series D of 2005 shall be redeemable as provided in the respective
form of bond hereinabove set forth, and such provisions are incorporated at
this
place as though set forth in their entirety.
Bonds
of Guarantee
Series D of 2005 may be transferred by the registered owners thereof, in person
or by attorney duly authorized, at an office or agency of the Company in the
Borough of Manhattan, The City of New York, New York or in the City of Akron,
Ohio, but only in the manner and upon the conditions prescribed in the Indenture
and in the form of bond of such series hereinabove recited.
The
person in whose
name any bond of the 2005 Guarantee Series is registered at the close of
business on any Record Date for such series with respect to any Interest Payment
Date for such series shall be entitled to receive the interest payable on such
Interest Payment Date notwithstanding the cancellation of such registered bond
upon any transfer or exchange thereof subsequent to the Record Date and prior
to
such Interest Payment Date, except if and to the extent the Company shall
default in the payment of the interest due on such Interest Payment Date, in
which case such defaulted interest shall be paid to the person in whose name
such bond (or any bond or bonds issued, directly or after intermediate
transactions, upon transfer or exchange or in substitution thereof) is
registered on a subsequent record date for such payment established as provided
in Section 3.07 of the Indenture.
Notices
and demands
to or upon the Company in respect of the bonds of Guarantee Series D of 2005,
this Supplemental Indenture and the Indenture may be served at the office or
agency of the Company maintained for that purpose in the Borough of Manhattan,
The City of New York, New York and in the City of Akron, Ohio.
SECTION
2. As
more fully set
forth in the form thereof hereinabove recited, the Company’s obligation to make
payments with respect to interest on the bonds of Guarantee Series D of the
2005
shall be fully or partially satisfied and discharged to the extent that, at
the
time any such payment shall be due, the corresponding amount then due of
interest then due on the Revenue Bonds shall have been fully or partially paid
(other than by the application of the proceeds of any payment by the Insurer
under the Policy), as the case may be, or there shall have been deposited with
the Revenue Bond Trustee pursuant to the Revenue Bond Indenture trust funds
sufficient under such indenture to fully or partially pay, as the case may
be,
the corresponding amount then due of interest on the Revenue Bonds (other than
by the application of the proceeds of any payment by the Insurer under the
Policy). Notwithstanding anything contained herein or in the Indenture to the
contrary, the Company shall be obligated to make payments with respect to
interest on the bonds of Guarantee Series D of 2005 only to the extent that
the
Insurer has made a payment with respect to the Revenue Bonds under the
Policy.
8
Upon
payment of the
principal of any Revenue Bonds, whether at maturity or prior to maturity by
acceleration, redemption or otherwise, or upon provision for the payment thereof
having been made in accordance with the Revenue Bond Indenture (other than
by
the application of the proceeds of any payment by the Insurer under the Policy),
bonds of Guarantee Series D of 2005 in a principal amount equal to the principal
amount of such Revenue Bonds so paid or for which such provision for payment
has
been made shall be deemed fully paid, satisfied and discharged and the
obligations of the Company thereunder shall be terminated and such bonds of
Guarantee Series D of 2005 shall be surrendered to and cancelled by the Trustee.
From and after the Release Date (as defined in the Insurance Agreement), the
bonds of Guarantee Series D of 2005 shall be deemed fully paid, satisfied and
discharged and the obligation of the Company thereunder shall be terminated.
On
the Release Date, the bonds of Guarantee Series D of 2005 shall be surrendered
to and canceled by the Trustee.
The
Trustee may
conclusively presume that the obligation of the Company to pay the principal
of,
and interest, if any on the bonds of Guarantee Series D of 2005 as the same
shall become due and payable shall have been fully satisfied and discharged
unless and until it shall have received written notice from the Insurer, signed
by an authorized officer thereof, stating that the Insurer is exercising its
rights under the Insurance Agreement with respect to the bonds of Guarantee
Series D of 2005.
SECTION
3. Bonds
of Guarantee
Series D of 2005 are not transferable except in connection with the exercise
of
the rights and remedies of the holder thereof consequent upon an “Event of
Default” as defined in the Indenture or as otherwise provided in the form of
bond hereinabove set forth. If and to the extent bonds of Guarantee Series
D of
2005 become transferable, such transfer may be accomplished by the Holders
thereof, in person or by attorney duly authorized, at an office or agency of
the
Company in the Borough of Manhattan, The City of New York, New York or in the
City of Akron, Ohio, but only in the manner and upon the conditions prescribed
in the Indenture and in the form of bond of such series hereinabove
recited.
SECTION
4. The
principal
amount of bonds of Guarantee Series D of 2005 which may be authenticated and
delivered hereunder is limited to the aggregate principal amount of Forty
Million Dollars ($40,000,000).
Bonds
of Guarantee
Series D of 2005 in the aggregate principal amount of Forty Million Dollars
($40,000,000) may at any time subsequent to the execution hereof be executed
by
the Company and delivered to the Trustee and shall be authenticated by the
Trustee and delivered (either before or after the recording hereof) upon the
basis of Unbonded Class “A” Bonds issued and delivered to the Trustee for such
purpose, pursuant to a Company Order referred to in Section 4.01 of the
Indenture and upon receipt by the Trustee of the opinions and other documents
required by Sections 4.01 and 4.02 of the Indenture.
9
SECTION
5. Except
as herein
otherwise expressly provided, no duties, responsibilities or liabilities are
assumed, or shall be construed to be assumed, by the Trustee by reason of this
Supplemental Indenture; the Trustee shall not be responsible in any manner
whatsoever for or in respect of the validity or sufficiency of this Supplemental
Indenture or for or in respect of the recitals herein or in the bonds of
Guarantee Series D of 2005 (except the Trustee’s authentication certificate),
all of which are made by the Company solely; and this Supplemental Indenture
is
executed and accepted by the Trustee, subject to all the terms and conditions
set forth in the Indenture, as fully to all intents and purposes as if the
terms
and conditions of the Indenture were herein set forth at length.
SECTION
6. The
consideration
for the bonds of Guarantee Series D of 2005 shall be the issuance by the Insurer
of the Policy pursuant to the Insurance Agreement.
SECTION
7. As
supplemented by
this Supplemental Indenture, the Indenture is in all respects ratified and
confirmed, and the Indenture as herein defined, and this Supplemental Indenture,
shall be read, taken and construed as one and the same instrument. Capitalized
terms used herein and not otherwise defined herein shall have the meaning
ascribed to them in the Indenture.
SECTION
8. Nothing
in this
Supplemental Indenture contained shall or shall be construed to confer upon
any
person other than a Holder of Bonds issued under the Indenture, the Company
and
the Trustee any right or interest to avail himself of any benefit under any
provision of the Indenture or of this Supplemental Indenture.
SECTION
9. This
Supplemental
Indenture may be simultaneously executed in several counterparts and all such
counterparts executed and delivered, each as an original, shall constitute
but
one and the same instrument.
10
In
Witness Whereof, Ohio Edison Company
and The
Bank of New
York
have caused these presents to be executed in their respective names by their
respective Presidents or one of their Vice Presidents or Assistant Vice
Presidents and their respective seals to be hereunto affixed and attested by
their respective Corporate Secretaries or one of their Vice Presidents,
Assistant Corporate Secretaries or Assistant Treasurers, all as of the day
and
year first above written.
| OHIO EDISON COMPANY | ||
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| By: | ||
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Xxxxxxx X.
Xxxxx
Vice
President
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[Seal]
Attest:
_____________________________
Xxxxxx
X.
Xxxxxxx
Assistant
Corporate
Secretary
Signed,
Sealed and
Acknowledged on behalf of
Ohio
Edison
Company
in the presence
of:
___________________________
Xxxxxx
X.
Xxxxxx
___________________________
Xxxxx
X.
Xxxxx
11
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THE
BANK OF NEW YORK,
as Trustee
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| By: | ||
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Xxxxx
X.
Xxxxx
Vice
President
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[Seal]
Attest:
____________________________
Xxxxx
Xxxxxxxxx-Xxxxxx
Vice
President
Signed,
Sealed and
Acknowledged on behalf of
The
Bank of New
York
in the presence of:
______________________________
Xxxx
Xxxxx
Vice
President
______________________________
Xxxxxxx
Xxxxxxxxx
Vice
President
12
STATE
OF
OHIO
)
)
ss.:
COUNTY
OF
SUMMIT
)
On
the ____ day of June in the year 2005 before me, the undersigned, personally
appeared Xxxxxxx X. Xxxxx and Xxxxxx X. Xxxxxxx, personally known to me or
proved to me on the basis of satisfactory evidence to be the individuals whose
names are subscribed to the within instrument and acknowledged to me that they
executed the same in their capacity as Vice President and Assistant Corporate
Secretary, respectively, and that by their signatures on the instrument, the
individuals, or the person or entity upon behalf of which the individuals acted,
executed the instruments.
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Xxxxxxxxx
X.
Xxxxxxx
Notary Public
Residence - Summit
County
Statewide Jurisdiction,
Ohio
My Commission Expires
October
14, 2007
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[SEAL]
00
XXXXX
XX XXX
XXXX
)
)
ss.:
COUNTY
OF NEW
YORK )
On
the ___ day of June in the year 2005 before me, the undersigned, personally
appeared Xxxxx X. Xxxxx and Xxxxx Xxxxxxxxx-Xxxxxx, each personally known to
me
or proved to me on the basis of satisfactory evidence to be the individuals
whose names are subscribed to the within instrument and acknowledged to me
that
they executed the same in their capacity as Vice President and Vice President,
respectively, of The Bank of New York, and that by their signatures
on the
instrument, the individuals, or the person or entity upon behalf of which the
individuals acted, executed the instruments.
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Xxxxxxx
X.
Xxxxxxx
Notary Public, State
of New
York
No. 01CA5027729
Qualified in Bronx
County
Commission expires
May 18,
2006
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[SEAL]
00
Xxx
Xxxx xx Xxx
Xxxx hereby certifies that its precise name and address as Trustee hereunder
are:
The
Bank of New
York
000
Xxxxxxx
Xxxxxx
Xxxx,
Xxxxxx xxx
Xxxxx xx Xxx Xxxx 00000
| THE BANK OF NEW YORK | ||
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| By: | ||
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Xxxxx
X.
Xxxxx
Vice
President
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This
instrument was
prepared by FirstEnergy Corp.
15
