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If an Event of Default occurs and is continuing, the principal of this First Mortgage Bond <br />may be declared or otherwise become due and payable in the manner and upon the conditions <br />provided for in the Indenture, at the price equal to the outstanding principal amount thereof, <br />together with interest accrued on such principal amount. <br />This Bond shall not be entitled to any benefit under the Indenture or any indenture <br />supplemental thereto, or become valid or obligatory for any purpose, until the form of certificate <br />endorsed hereon shall have been signed by or on behalf of The Bank of New York Mellon, the <br />Trustee under the Indenture, or a successor trustee thereto under the Indenture, or by an <br />authenticating agent duly appointed by the Trustee in accordance with the terms of the Indenture. <br />IN WITNESSETH WHEREOF, NorthWestern Corporation has caused this First <br />Mortgage Bond to be signed (manually or by facsimile signature) in its name by an Authorized <br />Executive Officer, as defined in the Indenture, and its corporate seal (or a facsimile thereof) to be <br />hereto affixed and attested (manually or by facsimile signature) by an Authorized Executive <br />Officer, as defined in the Indenture. <br />Dated: <br />ATTEST: <br />By <br />Authorized Executive Officer <br />103570737v6 <br />NORTHWESTERN CORPORATION <br />BY <br />Authorized Executive Officer <br />6 <br />201500400 <br />