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• <br />201407773 <br />maturity equal to the Remaining Average Life of such Called Principal as of such Settlement <br />Date. <br />In the case of each determination under clause (i) or clause (ii), as the case may be, of the <br />preceding paragraph, such implied yield will be determined, if necessary, by (a) converting U.S. <br />Treasury bill quotations to bond equivalent yields in accordance with accepted financial practice <br />and (b) interpolating linearly between (1) the applicable U.S. Treasury security with the maturity <br />closest to and greater than such Remaining Average Life and (2) the applicable U.S. Treasury <br />security with the maturity closest to and less than such Remaining Average Life. The <br />Reinvestment Yield shall be rounded to the number of decimal places as appears in the interest <br />rate of the applicable First Mortgage Bond. <br />"Remaining Average Life" means, with respect to any Called Principal, the number of <br />years (calculated to the nearest one - twelfth year) obtained by dividing (i) such Called Principal <br />into (ii) the sum of the products obtained by multiplying (a) the principal component of each <br />Remaining Scheduled Payment with respect to such Called Principal by (b) the number of years <br />(calculated to the nearest one - twelfth year) that will elapse between the Settlement Date with <br />respect to such Called Principal and the scheduled due date of such Remaining Scheduled <br />Payment. <br />"Remaining Scheduled Payments" means, with respect to the Called Principal of any <br />First Mortgage Bond, all payments of such Called Principal and interest thereon that would be <br />due after the Settlement Date with respect to such Called Principal if no payment of such Called <br />Principal were made prior to its scheduled due date, provided that if such Settlement Date is not <br />a date on which interest payments are due to be made under the terms of such First Mortgage <br />Bonds, then (solely for the purpose of determining the Remaining Scheduled Payments) the <br />amount of the next succeeding scheduled interest payment will be reduced by the amount of <br />interest accrued to such Settlement Date and required to be paid on such Settlement Date <br />pursuant to Article IV Section 4. <br />"Settlement Date" means, with respect to the Called Principal of any First Mortgage <br />Bond, the date on which such Called Principal is to be redeemed pursuant to Article IV <br />Section 4. <br />Section 9. No Surrender. Notwithstanding the terms of Section 5.06 of the Original <br />Indenture, the Holders shall not be required to surrender their First Mortgage Bonds in <br />connection with a redemption under Section 5.06 of the Original Indenture if the Holders have <br />made the agreement relating to such First Mortgage Bonds as is contemplated by Article IV <br />Section 2. <br />8849521v8 <br />15 <br />