POTOMAC ELECTRIC POWER COMPANY |
TABLE OF CONTENTS* | ||||
Page | ||||
PART 1 | DESCRIPTION OF BONDS | |||
SECTION 1. | General description of Bonds of Series | |||
SECTION 2. | Form of face of Bonds of Series | |||
SECTION 3. | Denominations of Bonds of Series | |||
SECTION 4. | Execution and form of temporary Bonds of Until Bonds of | |||
PART II | ISSUE OF BONDS | |||
SECTION 1. | Limitation as to principal amount | |||
SECTION 2. | Issue of Bonds of Series | |||
PART III | REDEMPTION | |||
SECTION 1. | The Bonds of Series are not redeemable prior to | |||
PART IV. | ADDITIONAL PARTICULAR COVENANTS OF THE COMPANY | |||
SECTION 1. | Company not to withdraw moneys pursuant to Section 2 of Article VII in excess of an amount equal to principal amount of issued refundable bonds | |||
SECTION 2. | No property additions made on or prior to December 31, 1946 to be used for any purpose under the Indenture | |||
PART V. | AMENDMENT OF INDENTURE TO PERMIT QUALIFICATION UNDER TRUST INDENTURE ACT OF 1939 | |||
PART VI. | THE TRUSTEE | |||
PART VII. | MISCELLANEOUS PROVISIONS | |||
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SUPPLEMENTAL INDENTURE, dated as of the ___ day of _______, ________ _______________________ (____), made by and between Potomac Electric Power Company, a corporation organized and existing under the laws of the District of Columbia and a domestic corporation of the Commonwealth of Virginia (hereinafter sometimes called the "Company"), party of the first part, and The Bank of New York, a New York banking corporation organized and existing under the laws of the State of New York (hereinafter sometimes called the "Trustee"), as Trustee under the Mortgage and Deed of Trust dated July 1, 1936, hereinafter mentioned, party of the second part; |
WHEREAS, the Original Indenture as amended provides that certain terms and provisions, as determined by the Board of Directors of the Company, of the Bonds of any particular series may be expressed in and provided by the execution of an appropriate supplemental indenture; and |
PART I. |
SECTION 1. The Bonds of ____ Series shall, subject to the provisions of Section 1 of Article II of the Original Indenture as amended, be designated as "First Mortgage Bonds, __% Series due ____" of the Company. The Bonds of ____ Series shall be executed, authenticated and delivered in accordance with the provisions of, and shall in all respects be subject to, all of the terms, conditions and covenants of the Original Indenture as amended, except in so far as the terms and provisions of the Original Indenture as amended are amended or modified by this Supplemental Indenture. |
semiannually, commencing ________ __, ____, on the ____ day of ________ and the ______ day of _______ in each year (each such ________ __ and _______ __ being hereinafter called an "interest payment date"). The Bonds of ____ Series shall be payable as to principal and interest in lawful money of the United States of America, and shall be payable (as well the interest as the principal thereof) at the agency of the Company in the Borough of Manhattan, The City of New York. | |
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No. | $ |
POTOMAC ELECTRIC POWER COMPANY, a corporation organized and existing under the laws of the District of Columbia and a domestic corporation of the Commonwealth of Virginia (hereinafter called the "Company", which term shall include any successor corporation as defined in the Amended Indenture hereinafter referred to), for value received, hereby promises to pay to _____________________or registered assigns, the sum of _________________ dollars, on the _________ day of ___________, in lawful money of the United States of America, and to pay interest thereon in like money from the later of the date of delivery of the initial Bonds of ____ Series or the interest payment date __________ __ or _________ __ next preceding the date of this Bond, or if the Company shall default in the payment of interest due on such interest payment date, then from the next preceding interest payment date or the date of delivery of the initial Bonds of ____ Series, whichev er is later, at the rate of ___________________ percent (__%) per annum, payable semiannually, commencing __________ __, ____, on the _________ day of _____ and _______ in each year until maturity, or, if the Company shall default in the payment of the principal hereof, until the Company's obligation with respect to the payment of such principal shall be discharged as provided in the Amended Indenture. The interest so payable on any __________ __ or _________ __ will, subject to certain exceptions provided in the indenture dated as of _______ __, ____ supplemental to the Amended Indenture, be paid to the person in whose name this Bond is registered at the close of business on the last business day which is more than ten days prior to such __________ __ or _________ __. Both principal of, and interest on, this Bond are payable at the agency of the Company in the Borough of Manhattan, The City of New York. | ||
Dated, | POTOMAC ELECTRIC POWER COMPANY | |
Attest: | ||
[FORM OF TRUSTEE'S CERTIFICATE] | ||
This Bond is one of the Bonds, of the series designated therein, described in the within-mentioned Amended Indenture and the Supplemental Indenture dated as of _________ __, ____. | ||
THE BANK OF NEW YORK, Trustee | ||
[TEXT APPEARING ON REVERSE SIDE OF BOND OF ____ SERIES] | ||
This Bond is one of a duly authorized issue of Bonds of the Company (hereinafter called the "Bonds") in unlimited aggregate principal amount, of the series hereinafter specified, all issued and to be issued under and equally secured (except in so far as any purchase or sinking fund or analogous provisions for any particular series of Bonds, established by any indenture supplemental to the Amended Indenture hereinafter mentioned, may afford additional security for such Bonds) by a mortgage and deed of trust, dated July 1, 1936, executed by the Company to The Bank of New York as successor to The Riggs National Bank of Washington, D.C. (herein called the "Trustee"), as trustee, as amended by indentures supplemental thereto dated December 10, 1939, August 10, 1942, October 15, 1942, April 1, 1966, June 16, 1981, June 17, 1981, December 1, 1981, August 1, 1982, October 1, 1982, April 15, 1983, November 1, 1985, March 1, 1986, November 1, 1986, March 1, 1987, September 16, 1987, May 1, 1989, August 1, 1989, April 5, 1990, May 21, 1991, May 7, 1992, September 1, 1992, November 1, 1992, March 1, 1993, March 2, 1993, July 1, 1993, August 20, 1993, September 29, 1993, September 30, 1993, October 1, 1993, February 10, 1994, February 11, 1994, March 10, 1995, September 6, 1995, September 7, 1995 and October 2, 1997 (said mortgage and deed of trust, as so amended, being herein called the "Amended Indenture") and all indentures supplemental thereto, to which Amended Indenture and supplemental indentures reference is hereby made for a description of the properties mortgaged and pledged, the nature and extent of the security, the rights of the owners of the Bonds and of the Trustee in respect thereto, and the terms and conditions upon which the Bonds are, and are to be, secured. To the extent permitted by, and as provided in, the Amended Indenture, modifications or alterations of the Amended Indenture, or of any indenture supplemental thereto, and of the rights a nd 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 not less than 60% in amount of the Bonds entitled to vote then outstanding, at a meeting of Bondholders called and held as provided in the Amended Indenture, and by an affirmative vote of not less than 60% in amount of the Bonds 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 then outstanding under the Amended 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 on, this Bond, which are unconditional, or which reduces the percentage of Bonds the affirmative vote of which is required for the making of such modifications or alterations. |
This Bond is one of a series designated as the "First Mortgage Bonds, __% Series due ____" (herein called the "Bonds of ____ Series") of the Company, issued under and secured by the Amended Indenture and all indentures supplemental thereto and described in the indenture (herein called the "New Supplemental Indenture"), dated as of _______ __, ____, between the Company and the Trustee, supplemental to the Amended Indenture. |
PART II. |
SECTION 1. Except for Bonds of ____ Series issued pursuant to Section 13 of Article II of the Original Indenture as amended, the principal amount of Bonds of ____ Series which may be authenticated and delivered hereunder is limited to $___,000,000 aggregate principal amount. |
(5) the certificates and opinions required by Article XVIII of the Original Indenture as amended. |
PART III. |
SECTION 1. The Bonds of ____ Series are not redeemable up to and including ___________ __. ____. The Bonds of ____ Series shall, in accordance with the provisions of Article V of the Original Indenture as amended, be redeemable, at any time or from time to time after _____________ __, ____ and prior to maturity, at the option of the Company, either as a whole or in part by lot, upon payment of the redemption prices applicable to the respective periods set forth in the form of Bond of ____ Series contained in Section 2 of Part I hereof, together, in each case, with accrued interest to the redemption date. |
The Company hereby covenants, warrants and agrees that so long as any Bonds of ____ Series are outstanding: |
PART V. |
The Company and the Trustee, from time to time and at any time, without any vote or consent of the holders of the Bonds of ____ Series, may enter into such indentures supplemental to the Original Indenture as may or shall by them be deemed necessary or desirable to add to or modify or amend any of the provisions of the Original Indenture so as to permit the qualification of the Original Indenture under the Trust Indenture Act of 1939. |
PART VI. |
The Trustee hereby accepts the trusts hereby declared and provided and agrees to perform the same upon the terms and conditions in the Original Indenture as amended set forth and upon the following terms and conditions: |
PART VII. |
This Supplemental Indenture may be simultaneously executed in any number of counterparts, each of which when so executed shall be deemed to be an original; but such counterparts shall together constitute but one and the same instrument. |
IN WITNESS WHEREOF, said Potomac Electric Power Company has caused this Supplemental Indenture to be executed on its behalf by its President or one of its Vice Presidents and its corporate seal to be hereto affixed and said seal and this Supplemental Indenture to be attested by its Secretary or one of its Assistant Secretaries; and said The Bank of New York, in evidence of its acceptance of the trust hereby created, has caused this Supplemental Indenture to be executed on its behalf by one of its _______________, and its corporate seal to be hereto affixed and said seal and this Supplemental Indenture to be attested by one of its _____________, all as of the ___ day of ______, _________. | |
POTOMAC ELECTRIC POWER COMPANY | |
(CORPORATE SEAL) | |
THE BANK OF NEW YORK | |
(Corporate Seal) |
CITY OF WASHINGTON, | |
(NOTARIAL SEAL) | |
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CITY OF WASHINGTON, | |
(NOTARIAL SEAL) | |
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CITY OF WASHINGTON, | |
(NOTARIAL SEAL) | |
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CITY OF WASHINGTON, | |
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CITY OF WASHINGTON, | |
(NOTARIAL SEAL) | |
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CERTIFICATE OF RESIDENCE | |
The Bank of New York, Mortgagee and Trustee within named, hereby certifies that its precise residence is 101 Barclay Street, New York, NY 10286. | |
THE BANK OF NEW YORK |