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200410978 <br />Additional Terms <br />First Mortgage Bonds, Collateral (2004) Series A, of which this Bond is one, shall <br />be subject to the following other terms and conditions: <br />(I) It is expressly stated (for the avoidance of any doubt) that, notwithstanding <br />anything in this bond or in the Supplemental Indenture to the contrary (other than the <br />provisions of subdivision III below), each payment of principal of or interest on the First <br />Mortgage Bonds, Collateral (2004) Series A that becomes due and payable on any day <br />(whether by reason of stated due date, acceleration, redemption or otherwise) shall <br />correspond to, and be equal to the Revolving Credit Applicable Share of, a payment of <br />Revolving Credit Obligations that becomes due and payable on such day in accordance <br />with the Credit Agreement. <br />(II) The obligation of the Company to make each payment of principal of or <br />interest on the First Mortgage Bonds, Collateral (2004) Series A that becomes due and <br />payable in accordance with the Supplemental Indenture (A) shall be fully satisfied and <br />discharged if the corresponding payment of the Revolving Credit Obligations shall have <br />been fully paid under and in accordance with the Credit Agreement, and (B) shall be <br />partially satisfied and discharged if the corresponding payment of the Revolving Credit <br />Obligations shall have been partially paid under and in accordance with the Credit <br />Agreement (such partial satisfaction and discharge with respect to the First Mortgage <br />Bonds, Collateral (2004) Series A to be in an amount equal to the Revolving Credit <br />Applicable Share of the amount of such partial payment with respect to the Revolving <br />Credit Obligations). <br />(III) Nothing in any of the First Mortgage Bonds, Collateral (2004) Series A <br />(including, without limitation, any reference to the principal payable with respect to the <br />First Mortgage Bonds, Collateral (2004) Series A being determined on the basis of the <br />Revolving Credit Applicable Share of the principal payable with respect to the Revolving <br />Credit Obligations) shall, or shall be deemed or construed to, increase the aggregate <br />principal amount of the First Mortgage Bonds, Collateral (2004) Series A that are <br />Outstanding at any time to an amount in excess of the Maximum Principal Amount as in <br />effect at such time. <br />Transfer Restrictions <br />First Mortgage Bonds, Collateral (2004) Series A, of which this Bond is one, shall <br />not be transferable except to any successor Collateral Agent under the Collateral <br />Agreement. As a condition precedent to any transfer of the First Mortgage Bonds, <br />Collateral (2004) Series A by the Collateral Agent, the Collateral Agent shall submit to <br />the Company, the Trustee and the Bond Registrar (in addition to all other documents and <br />instruments required to be submitted to the Bond Registrar pursuant to the Indenture) a <br />certificate of the Collateral Agent, signed by a person purporting to be its duly authorized <br />officer, certifying that the transferee in such transfer is a successor Collateral Agent under <br />the Collateral Agreement (and the Trustee and the Bond Registrar may conclusively <br />presume the statements in any such certificate of the Collateral Agent to be correct). <br />NY55/405431.7 A-7 <br />