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200410978 <br />without limitation, the determination of the amount of principal on which interest is <br />payable and the determination of the principal amount with respect to which the <br />Collateral Agent, as registered owner, is entitled to vote or otherwise exercise rights as <br />registered owner), the First Mortgage Bonds, Collateral (2004) Series A shall be deemed <br />to be "Outstanding" at any time in an aggregate principal amount equal to the Maximum <br />Principal Amount at such time. The "Maximum Principal Amount" on and as of the date <br />of original issuance of the First Mortgage Bonds, Collateral (2004) Series A shall be <br />$35,000,000 and thereafter shall be reduced from time to time upon each Revolving <br />Credit Commitment Redemption and each Revolving Credit Event of Default <br />Termination Commitment Redemption (as hereinafter defined), in each case, by an <br />amount equal to the aggregate principal amount of the First Mortgage Bonds, Collateral <br />(2004) Series A that are deemed to be redeemed pursuant to such Revolving Credit <br />Commitment Redemption or such Revolving Credit Event of Default Commitment <br />Termination Redemption. <br />Interest <br />The unpaid principal amount of the First Mortgage Bonds, Collateral (2004) <br />Series A, of which this bond is one, bears interest (i) with respect to the portion or <br />amount of such principal that is equal to the principal amount of Revolving Loans, at one <br />or more variable interest rates per annum which rate or rates for each day shall be equal <br />to the rate or rates per annum borne by Revolving Loans in accordance with the Credit <br />Agreement for such day (calculated in the manner provided in the Credit Agreement for <br />the calculation of interest on Revolving Loans), payable on each day on which interest is <br />payable on Revolving Loans in accordance with the Credit Agreement (and in an amount <br />equal to the Revolving Credit Applicable Share of the amount of interest that is payable <br />on Revolving Loans on such day in accordance with the Credit Agreement), (ii) with <br />respect to the portion or amount of such principal (in excess of the amount described in <br />the preceding clause (i)) that is equal to the Revolving Credit Applicable Share of the <br />unused Total Revolving Credit Commitments (as defined in the Credit Agreement), at <br />one or more variable interest rates per annum which rate or rates for any day shall be <br />equal to the rate or rates per annum at which commitment fees are payable under the <br />Credit Agreement on the unused Total Revolving Credit Commitments, payable on each <br />day on which commitment fees are payable under the Credit Agreement (and in an <br />amount equal to the Revolving Credit Applicable Share of the amount of commitment <br />fees that is payable under the Credit Agreement on such day), and (iii) with respect to the <br />portion or amount of such principal (in excess of the amounts described in the preceding <br />clauses (i) and (ii)) that is equal to the Revolving Credit Applicable Share of the amount <br />available to be drawn under Letters of Credit (as defined in the Credit Agreement), at one <br />or more variable interest rates per annum which rate or rates for each day shall be equal <br />to the rate or rates per annum at which letter of credit fees are payable under the Credit <br />Agreement on the amount available to be drawn under Letters of Credit, payable on each <br />day on which letter of credit fees are payable under the Credit Agreement (and in an <br />amount equal to the Revolving Credit Applicable Share of the amount of letter of credit <br />fees that is payable under the Credit Agreement on such day), in each case, to the <br />Collateral Agent, as the registered owner, without regard to, or necessity for, any record <br />date. <br />NY55/40543 i.7 A -3 <br />