AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AEP TEXAS CENTRAL TRANSITION FUNDING II LLC Dated and Effective as ofLimited Liability Company Agreement • September 6th, 2006 • Aep Texas Central Co • Electric services • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, a Delaware limited liability company (the “Company”), is made and entered into as of [ ], 2006 by AEP TEXAS CENTRAL COMPANY, a Texas corporation (including any additional or successor members of the Company other than Special Members, the “Member”).
ADMINISTRATION AGREEMENTAdministration Agreement • September 6th, 2006 • Aep Texas Central Co • Electric services • Texas
This ADMINISTRATION AGREEMENT, dated as of [ ], 2006 (this “Administration Agreement”), is entered into by and between AEP TEXAS CENTRAL COMPANY (“TCC”), as administrator (in such capacity, the “Administrator”), and AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in Appendix A to the Indenture (as defined below).
TRANSITION PROPERTY PURCHASE AND SALE AGREEMENT by and between AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, Issuer and AEP TEXAS CENTRAL COMPANY, Seller Dated as of [ ], 2006Transition Property Purchase and Sale Agreement • September 6th, 2006 • Aep Texas Central Co • Electric services • Texas
This TRANSITION PROPERTY PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of [ ], 2006, is between AEP Texas Central Transition Funding II LLC, a Delaware limited liability company (the “Issuer”), and AEP Texas Central Company, a Texas corporation (together with its successors in interest to the extent permitted hereunder, the “Seller”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • September 6th, 2006 • Aep Texas Central Co • Electric services • Texas
AEP Texas Central Company, in its capacity as the initial servicer of the Initial Transition Property referred to below (including any successor in such capacity, the “Initial TC Servicer”);
TRANSITION PROPERTY SERVICING AGREEMENT by and between AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, Issuer and AEP TEXAS CENTRAL COMPANY, Servicer Dated as of [ ], 2006Servicing Agreement • September 6th, 2006 • Aep Texas Central Co • Electric services • New York
This TRANSITION PROPERTY SERVICING AGREEMENT (this “Agreement”), dated as of [ ], 2006, is between AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, a Delaware limited liability company, as issuer (the “Issuer”), and AEP TEXAS CENTRAL COMPANY (“TCC”), a Texas corporation, as servicer (the “Servicer”).
FORM OF UNDERWRITING AGREEMENT AEP TEXAS CENTRAL TRANSITION FUNDING II LLC AEP TEXAS CENTRAL COMPANY $[ ] SENIOR SECURED TRANSITION BONDS, SERIES A UNDERWRITING AGREEMENTUnderwriting Agreement • September 6th, 2006 • Aep Texas Central Co • Electric services • New York
This Preliminary Term Sheet is not required to contain all information that is required to be included in the base prospectus and the prospectus supplement that will be prepared for the securities offering to which this Preliminary Term Sheet relates. This Preliminary Term Sheet is not an offer to sell or a solicitation of an offer to buy these securities in any state where such offer, solicitation or sale is not permitted.
AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, Issuer, and THE BANK OF NEW YORK, Indenture Trustee and Securities IntermediarySection Indenture • September 6th, 2006 • Aep Texas Central Co • Electric services • Texas
This INDENTURE dated as of [ ], 2006, by and between AEP TEXAS CENTRAL TRANSITION FUNDING II LLC, a Delaware limited liability company (the “Issuer”), and THE BANK OF NEW YORK, a New York banking corporation, in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the Secured Parties (as defined herein) and in its separate capacity as a securities intermediary (the “Securities Intermediary”).
