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CORE/2052323.0158/128981448.5 <br />8 <br />201607645 <br />Section 2. Maturity. As provided therein, the entire unpaid principal balance of the <br />First Mortgage Bonds of the 2.66% Series shall be due and payable on September 30, 2026. <br />Section 3. Optional Redemption. The Company may, at its option, upon notice as <br />provided below, redeem at any time all, or from time to time any part of, the First Mortgage <br />Bonds of the 2.66% Series in an amount not less than $1,000,000 in the case of a partial <br />redemption, at (i) 100% of the principal amount so redeemed, and (ii) if the Redemption Date is <br />earlier than June 30, 2026, the Make -Whole Amount determined for the redemption with respect <br />to such principal amount. The Company will give each holder of First Mortgage Bonds to be <br />redeemed written notice of each optional redemption under this Section 3 not less than 30 days <br />and not more than 60 days prior to the date fixed for such redemption. Each such notice shall <br />specify such date (which shall be a Business Day), the aggregate principal amount of the First <br />Mortgage Bonds to be redeemed on such date, the principal amount of each First Mortgage Bond <br />held by such Holder to be redeemed (determined in accordance with Article III Section 4), and <br />the interest to be paid on the Redemption Date with respect to such principal amount being <br />redeemed, and shall be accompanied by a certificate of a Senior Financial Officer as to the <br />estimated Make -Whole Amount, if any, due in connection with such redemption (calculated as if <br />the date the Company provides notice of the redemption to the Trustee in accordance with <br />Section 5.02 of the Original Indenture were the date of the redemption), setting forth the details <br />of such computation. Two Business Days prior to such Redemption Date, the Company shall <br />deliver to the Trustee and to each Holder of First Mortgage Bonds to be redeemed a certificate of <br />a Senior Financial Officer specifying the calculation of such Make -Whole Amount, if any, as of <br />the specified Redemption Date. The Trustee shall have no responsibility for any such <br />calculation. <br />Section 4. Allocation in the Event of Partial Redemption. Subject to Article III, <br />Section 1 above, in the case of each partial redemption of the First Mortgage Bonds of the 2.66% <br />Series, the principal amount of the First Mortgage Bonds of the 2.66% Series to be redeemed <br />shall be allocated among all of the First Mortgage Bonds of the 2.66% Series at the time <br />Outstanding in proportion, as nearly as practicable, to the respective unpaid principal amounts <br />thereof not theretofore called for redemption. <br />Section 5. Maturity; Surrender, Etc. In the case of each redemption of First Mortgage <br />Bonds pursuant to this Article III, the principal amount of each First Mortgage Bond to be <br />redeemed shall mature and become due and payable on the date fixed for such redemption <br />(which shall be a Business Day), together with interest on such principal amount accrued to such <br />date and the applicable Make -Whole Amount, if any. From and after such date, unless the <br />Company shall fail to pay such principal amount when so due and payable, together with the <br />interest and Make -Whole Amount, if any, as aforesaid, interest on such principal amount shall <br />cease to accrue. Any First Mortgage Bond paid or redeemed in full shall be surrendered to the <br />Trustee and cancelled and shall not be reissued, and no First Mortgage Bond shall be issued in <br />lieu of any redeemed principal amount of any First Mortgage Bond. <br />Section 6. Purchase of First Mortgage Bonds. Notwithstanding anything cont^ined <br />herein or in the Original Indenture to the contrary, the Company will not and will not permit any <br />Affiliate to purchase, redeem, prepay or otherwise acquire, directly or indirectly, any of the <br />