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200362132 General To the extent permitted by, and as provided in, the Indenture, modifications or alterations of the Indenture, or of any indenture supplemental thereto, and of the rights and obligations of the Company and of the holders of the Bonds may be made with the consent of the Company by an affirmative vote of the holders of a majority in aggregate principal amount of the Bonds entitled to vote then outstanding, at a meeting of the holders of the Bonds called and held as provided in the Indenture, and by an affirmative vote of the holders of a majority in aggregate principal amount of the Bonds of any series or any tranche or tranches of any series entitled to vote then outstanding and affected by such modification or alteration, in case one or more but less than all of the series of Bonds or of any tranche or tranches of any series of Bonds then Outstanding under the Indenture are so affected; provided, however, that no such modification or alteration shall be made which will affect the terms of payment of the principal of, or interest or premium, if any, on this Bond. In case an Event of Default, as defined in the Indenture, shall occur, the principal of all the New Mortgage Bonds of the Credit Agreement (2002) Series at any such time Outstanding under the Indenture may be declared or may become due and payable, upon the conditions and in the manner and with the effect provided in the Indenture. The Indenture provides that such declaration may be rescinded under certain circumstances. ARTICLE II ISSUE OF NEW MORTGAGE BONDS OF THE CREDIT AGREEMENT (2002) SERIES SECTION 1. The Company hereby exercises the right to obtain the authentication of $62,500,000 principal amount of Bonds pursuant to the terms of Section 4.03 of the Indenture. All such Bonds shall be New Mortgage Bonds of the Credit Agreement (2002) Series. SECTION 2. The Company hereby exercises the right to obtain the authentication of $47,500,000 principal amount of Bonds pursuant to the terms of Section 4.04 of the Indenture. All such Bonds shall be New Mortgage Bonds of the Credit Agreement (2002) Series. SECTION 3. Such New Mortgage Bonds of the Credit Agreement (2002) Series may be authenticated and delivered prior to the filing for recordation of this Supplemental Indenture. ARTICLE III REDEMPTION AND OTHER PROVISIONS SECTION 1. New Mortgage Bonds of the Credit Agreement (2002) Series shall be subject to the following redemption and other terms and conditions: (I) New Mortgage Bonds of the Credit Agreement (2002) Series shall be subject to redemption as follows (but shall not otherwise be or become subject to 14 NY35.'23393 &13