Common use of Commission Condition Clause in Contracts

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no supplemental indenture, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 1325; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that the Servicer delivers notice to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Administration Agreement that the Administrator determines has a reasonably possibility to impact the rates borne by customers shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 30 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7, Sub 1325 2023-89-E written notification of any proposed amendment, addressed to the Chief Clerk/Executive Director of the Commission with a copy delivered to the Director Office of the Commission Regulatory Staff and the Executive Director all parties of the Public Staff – North Carolina Utilities Commissionrecord, which notification shall contain: (iA) a reference to Docket No. E-7, Sub 13252023-89-E; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiii) a statement identifying the person to whom the Commission is to address any response to description of the proposed Supplemental Indenture or to request additional timeamendment, including the purpose of such amendment. (biii) If No later than 5:00 pm on the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) 30th business day after receipt of receiving notice of a notification proposed amendment complying with Section 9.03(asubparagraph (i), the Commission shall have issued issue an order that either (i) approving the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or (ii) preventing the adoption of such amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no supplemental indentureindenture or other action to waive a default hereunder that the Issuer determines has a reasonable possibility to impact the rates borne by customers, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 30 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 2023-89-E written notification of any proposed amendmentindenture or indentures supplemental or waiver of such default, addressed to the Chief Clerk/Executive Director of the Commission with a copy delivered to the Director Office of the Commission Regulatory Staff and the Executive Director all parties of the Public Staff – North Carolina Utilities Commissionrecord, which notification shall contain: (i) a reference to Docket No. E-7, Sub 13252023-89-E; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying description of the person to whom proposed supplemental indenture, including the purpose of such Supplemental Indenture or the waiver of default. (b) No later than 5:00 pm on the 30th business day after receipt of notice of a proposed supplemental indenture complying with subparagraph (i), the Commission is to address any response to shall issue an order either (i) approving the proposed Supplemental Indenture or to request additional time. waiver of default or (bii) If preventing the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) adoption of receiving a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, such supplemental indenture or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from the Commission to the Servicer under subparagraph paragraph (iiib), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that the Servicer delivers notice to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no supplemental indentureindenture or other action to waive a default hereunder that the Issuer determines has a reasonable possibility to impact the rates borne by Customers, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 30 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Docket No. 2025-65-E written notification of any proposed amendmentindenture or indentures supplemental or waiver of such default, addressed to the Chief Clerk/Executive Director of the Commission with a copy delivered to the Director Office of the Commission Regulatory Staff and the Executive Director all parties of the Public Staff – North Carolina Utilities Commissionrecord, which notification shall contain: (i) a reference to Docket No. E-7, Sub 13252025-65-E; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying description of the person to whom proposed supplemental indenture, including the purpose of such Supplemental Indenture or the waiver of default. (b) No later than 5:00 pm on the 30th business day after receipt of notice of a proposed supplemental indenture complying with subparagraph (i), the Commission is to address any response to shall issue an order either (i) approving the proposed Supplemental Indenture or to request additional time. waiver of default or (bii) If preventing the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) adoption of receiving a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, such supplemental indenture or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from the Commission to the Servicer under subparagraph paragraph (iiib), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that the Servicer delivers notice to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no supplemental indenture, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7E-2, Sub 1325 1370 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7E-2, Sub 13251370; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that the Servicer delivers notice to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Administration Agreement shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7, Sub 1325 1243 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (iA) a reference to Docket No. E-7, Sub 13251243; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiC) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture amendment or to request additional time. (bii) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (ciii) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indentureamendment or modification. (ciii) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0213(a). (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no supplemental indenture, indenture (other than the Series Supplement) that would result in an increase to Ongoing Financing Costs shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.039.03 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture or other action supplemental indenture and after obtaining the other necessary approvals set forth in Section 9.02 (9.01 or 9.02, as applicable, except that for the consent of the Indenture Trustee may be subject to and the Holders if the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior supplemental indenture, the Issuer shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission’s executive secretary and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionsupplemental indenture, which notification shall contain: (i) a reference to Docket Case No. E-7, Sub 132512-1188-E-PC; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture supplemental indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsIndenture; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture supplemental indenture or to request additional time. (b) If the CommissionThe Commission or its authorized representative shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a)) above, shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed supplemental indenture will not under any circumstances have the effect of increasing the Ongoing Financing Costs, (ii) provide notice of its consent or lack of consent to the person specified in Section 9.03(a)(iii) above, or (iii) be conclusively deemed to have consented to the proposed Supplemental Indenturesupplemental indenture, unless, within thirty (30) days of receiving the notification complying with Section 9.03(a) above, the Commission or its authorized representative delivers to the waiver office of default, then, subject the person specified in Section 9.03(a)(iii) above a written statement requesting an additional amount of time not to clause exceed thirty (c30) below, such days in which to consider whether to consent to the proposed amendment or modification, or the waiver of default, shall not be effective unless and until supplemental indenture. If the Commission subsequently issues or its authorized representative requests an order extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed supplemental indenture will not object under any circumstances increase Ongoing Financing Costs to the person specified in Section 9.03(a)(iii) above no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed supplemental indenture on the last day of such extension of time. Any supplemental indenture requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indenturesupplemental indenture and (ii) the first day after the expiration of the thirty day period provided for in this Section 9.03(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer Issuer under subparagraph (iii)Section 9.03(a) above, the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification or waiver of defaultsupplemental indenture. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Issuer to the Commission pursuant to Commission, the Indenture Trustee and the Servicer. (d) For the purpose of this Section 9.03 does not obligate 9.03, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement that the Member determines has a reasonable possibility to impact the rates borne by customers shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 thirtieth (30) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7, Sub 1325 Docket No. 2023-89-E written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities CommissionOffice of Regulatory Staff, which notification shall contain: (i) a reference to Docket No. E-7, Sub 13252023-89-E; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission is to address any response to description of the proposed Supplemental Indenture or to request additional timeamendment, including the purpose of such amendment. (b) If No later than 5:00 p.m. on the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) 30th business day after receipt of receiving notice of a notification proposed amendment complying with Section 9.03(asubparagraph(i), the Commission shall have issued issue an order that either (i) approving the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or (ii) preventing the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then adoption such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) modification. Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no indenture or indentures supplemental indentureto this Indenture, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7E-2, Sub 1325 1262 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7E-2, Sub 13251262; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c9.03(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that the Servicer delivers notice to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indenture, amendment or modification of this Administration Agreement that the Administrator determines has a reasonable possibility to impact the rates borne by Customers shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective (each, an “Action”), except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 30 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification or Action and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7, Sub 1325 Docket No. 2025-65-E written notification of any proposed amendmentamendment or Action, addressed to the Chief Clerk/Executive Director of the Commission with a copy delivered to the Director Office of the Commission Regulatory Staff and the Executive Director all parties of the Public Staff – North Carolina Utilities Commissionrecord, which notification shall contain: (iA) a reference to Docket No. E-7, Sub 13252025-65-E; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification or Action has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiii) a statement identifying the person to whom the Commission is to address any response to description of the proposed Supplemental Indenture amendment or to request additional timeAction, including the purpose of such amendment. (biii) If No later than 5:00 pm on the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) 30th business day after receipt of receiving notice of a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modificationAction complying with subparagraph (i), or the waiver of default, shall not be effective unless and until the Commission subsequently issues shall issue an order that it does not object to such either (i) approving the proposed Supplemental Indenture. amendment or Action or (cii) If preventing the Commission takes no action within 60 days adoption of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02Action. (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification amendment or waiver of defaultAction. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement or take such Action as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no indenture or indentures supplemental indentureto this Indenture, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, E-7 Sub 1325 1243 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 13251243; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c9.03(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that the Servicer delivers notice to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Administration Agreement shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7, E-7 Sub 1325 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (iA) a reference to Docket No. E-7, E-7 Sub 1325; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiC) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture amendment or to request additional time. (bii) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (ciii) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (ciii) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0213(a). (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Administration Agreement shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7E-2, Sub 1325 1262 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (iA) a reference to Docket No. E-7E-2, Sub 13251262; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiC) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture amendment or to request additional time. (bii) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (ciii) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indentureamendment or modification. (ciii) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0213(a). (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Administration Agreement shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7, E-2 Sub 1325 1370 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (iA) a reference to Docket No. E-7, E-2 Sub 13251370; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiC) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture amendment or to request additional time. (bii) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (ciii) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (ciii) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0213(a). (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indenture, amendment or modification of this Agreement that would result in an increase to Ongoing Financing Costs shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0314 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer shall have filed in Commission docket E-7, Sub 1325 delivered to the Commission’s executive secretary and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket Case No. E-7, Sub 132512-1188-E-PC; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the CommissionThe Commission or its authorized representative shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a14(a), shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed amendment or modification will not under any circumstances have the effect of increasing the Ongoing Financing Costs, (ii) provide notice of its consent or lack of consent to the proposed Supplemental Indentureperson specified in Section 14(a)(iii), or or (iii) be conclusively deemed to have consented to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or unless, within thirty (30) days of receiving the waiver of defaultnotification complying with Section 14(a), shall not be effective unless and until the Commission subsequently issues or its authorized representative delivers to the office of the person specified in Section 14(a)(iii) a written statement requesting an order additional amount of time not to exceed thirty (30) days in which to consider whether to consent to the proposed amendment or modification. If the Commission or its authorized representative requests an extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed amendment or modification will not object under any circumstances increase Ongoing Financing Costs to the person specified in Section 14(a)(iii) no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indentureamendment or modification and (ii) the first day after the expiration of the thirty day period, as applicable, provided for in this Section 14(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer under subparagraph (iiiSection 14(a), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that Such withdrawal shall be evidenced by the Servicer delivers Servicer’s giving prompt written notice thereof to the Commission pursuant to Commission, the Issuer and the Indenture Trustee. (d) For the purpose of this Section 9.03 does not obligate 14, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.026.01, no supplemental indenture, amendment or modification of this Agreement that would result in an increase to Ongoing Financing Costs shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.036.02 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 6.01 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior modification), the Seller shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission’s executive secretary and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionamendment or modification, which notification shall contain: (i) a reference to Docket Case No. E-7, Sub 132512-1188-E-PC; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the CommissionThe Commission or its authorized representative shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a)6.02(a) above, shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed amendment or modification will not under any circumstances have the effect of increasing the Ongoing Financing Costs, (ii) provide notice of its consent or lack of consent to the proposed Supplemental Indentureperson specified in Section 6.02(a)(iii) above, or or (iii) be conclusively deemed to have consented to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or unless, within thirty (30) days of receiving the waiver of defaultnotification complying with Section 6.02(a) above, shall not be effective unless and until the Commission subsequently issues or its authorized representative delivers to the office of the person specified in Section 6.02(a)(iii) above a written statement requesting an order additional amount of time not to exceed thirty (30) days in which to consider whether to consent to the proposed amendment or modification. If the Commission or its authorized representative requests an extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed amendment or modification will not object under any circumstances increase Ongoing Financing Costs to the person specified in Section 6.02(a)(iii) no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indentureamendment or modification and (ii) the first day after the expiration of the thirty day period provided for in this Section 6.02(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer Seller under subparagraph (iiiSection 6.02(a), the Servicer Seller and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification amendment or waiver of defaultmodification. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Seller to the Commission pursuant to Commission, the Indenture Trustee, the Issuer and the Servicer. (d) For the purpose of this Section 9.03 does not obligate 6.02, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.028.01, no supplemental indenture, amendment or modification of this Agreement that would result in an increase to Ongoing Financing Costs shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.038.02 has been followed. (a) At least 15 thirty-one (31) days (or forty-six (46) days, in the case of any proposed increase in the annual Servicing Fee above 1.25% times the aggregate initial principal amount of the Consumer Rate Relief Bonds) prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 8.01 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer shall have filed in Commission docket E-7, Sub 1325 delivered to the Commission’s executive secretary and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket Case No. E-7, Sub 132512-1188-E-PC; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the CommissionThe Commission or its authorized representative shall, within 15 thirty (30) days (subject to extension as provided or forty-five (45) days, in Section 9.02(c)the case of any proposed increase in the annual Servicing Fee above 1.25% times the aggregate initial principal amount of the Consumer Rate Relief Bonds) of receiving a the notification complying with Section 9.03(a8.02(a), shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed amendment or modification will not under any circumstances have the effect of increasing the Ongoing Financing Costs, (ii) provide notice of its consent or lack of consent to the proposed Supplemental Indentureperson specified in Section 8.02(a)(iii), or or (iii) be conclusively deemed to have consented to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, unless, within thirty (30) days of receiving the notification complying with Section 8.02(a) (or forty-five (45) days in the waiver case of defaultany proposed increase in the annual Servicing Fee above 1.25% times the aggregate initial principal amount of the Consumer Rate Relief Bonds), shall not be effective unless and until the Commission subsequently issues or its authorized representative delivers to the office of the person specified in Section 8.02(a)(iii) a written statement requesting an order additional amount of time not to exceed thirty (30) days in which to consider whether to consent to the proposed amendment or modification. If the Commission or its authorized representative requests an extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed amendment or modification will not object under any circumstances increase Ongoing Financing Costs to the person specified in Section 8.02(a)(iii) no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indentureamendment or modification and (ii) the first day after the expiration of the thirty or forty-five day period, as applicable, provided for in this Section 8.02(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer under subparagraph (iiiSection 8.02(a), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that Such withdrawal shall be evidenced by the Servicer delivers Servicer’s giving prompt written notice thereof to the Commission pursuant to Commission, the Issuer and the Indenture Trustee. (d) For the purpose of this Section 9.03 does not obligate 8.02, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no indenture or indentures supplemental indentureto this Indenture, nor any waiver required by Section 5.12 hereof, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm all Series of Nuclear Asset-Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 delivered to the Commission’s Staff Director of Accounting & Finance written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 1325150148-EI; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Nuclear Asset-Recovery BondsBonds of all Series; and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission or an authorized representative of the Commission, within 15 days (subject to extension as provided in Section 9.02(c9.03(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order delivered to the office of the person specified in Section 9.03(a)(iii) a written statement that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (cd) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order delivers a written statement that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action or an authorized representative of the Commission, within 15 days of receiving a notification complying with Section 9.03(a), shall have delivered to the office of the person specified in Section 9.03(a)(iii) a written statement requesting an additional amount of time not to exceed thirty days (or, in the case of a waiver of default, 15 days) in which to consider such proposed Supplemental Indenture, then such proposed Supplemental Indenture shall not be effective if, within such extended period, the Commission shall have delivered to the office of the person specified in clause (d) below a written statement as described in subparagraph (iii), unless and until the Commission subsequently delivers a written statement that it does not object to such proposed Supplemental Indenture. (d) If (A) the Commission or an authorized representative of the Commission, shall not have delivered written notice that the Commission might object to such proposed Supplemental Indenture, or the waiver of default, within the time periods described in subparagraphs (iii) or (iii), whichever is applicable, or (B) the Commission or authorized representative of the Commission, has delivered such written notice but does not within 60 days of the filing delivery of the noticenotification in (a) above, provide subsequent written notice confirming that it does in fact object and the reasons therefore or advise that it has initiated a proceeding to determine what action it might take with respect to the matter, then the Commission shall be conclusively deemed not to have any objection to the proposed amendment or modification or waiver of default, as the case may be, and such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.029. (de) Following the delivery of a statement from the Commission or an order from authorized representative of the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that . (f) For the Servicer delivers notice purpose of this Section 9.03, an “authorized representative of the Commission” means any person authorized to act on behalf of the Commission, as evidenced by an Opinion of Counsel (which may be the general counsel) to the Commission pursuant to Commission. (g) For the avoidance of doubt, this Section 9.03 does shall not obligate the Servicer apply to amend the Indenture as provided Series Supplements prepared in the noticeaccordance with Section 9.01(a)(x).

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7, E-7 Sub 1325 1243 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 13251243; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.03(a). (d) Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement that the Member determines has a reasonable possibility to impact the rates borne by customers shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 thirtieth (30) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7, Sub 1325 Docket No. 2025-65-E written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities CommissionOffice of Regulatory Staff, which notification shall contain: (i) a reference to Docket No. E-7, Sub 13252025-65-E; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission is to address any response to description of the proposed Supplemental Indenture or to request additional timeamendment, including the purpose of such amendment. (b) If No later than 5:00 p.m. on the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) 30th Business Day after receipt of receiving notice of a notification proposed amendment complying with Section 9.03(asubparagraph(a), the Commission shall have issued issue an order that either (i) approving the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or modification, or (ii) preventing the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then adoption such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) modification. Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no indenture or indentures supplemental indentureto this Indenture, nor any waiver required by Section 5.12 hereof, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders Bondholders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 delivered to the Commission's executive director and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 1325060038-EI; (ii) an Officer’s 's Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission or an authorized representative of the Commission, within 15 days (subject to extension as provided in Section 9.02(c9.03(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order delivered to the office of the person specified in Section 9.03(a)(iii) a written statement that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (cd) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order delivers a written statement that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action or an authorized representative of the Commission, within 15 days of receiving a notification complying with Section 9.03(a), shall have delivered to the office of the person specified in Section 9.03(a)(iii) a written statement requesting an additional amount of time not to exceed thirty days (or, in the case of a waiver of default, 15 days) in which to consider such proposed Supplemental Indenture, then such proposed Supplemental Indenture shall not be effective if, within such extended period, the Commission shall have delivered to the office of the person specified in clause (d) below a written statement as described in subparagraph (iii), unless and until the Commission subsequently delivers a written statement that it does not object to such proposed Supplemental Indenture. (d) If (A) the Commission or an authorized representative of the Commission, shall not have delivered written notice that the Commission might object to such proposed Supplemental Indenture, or the waiver of default, within the time periods described in subparagraphs (iii) or (iii), whichever is applicable, or (B) the Commission or authorized representative of the Commission, has delivered such written notice but does not within 60 days of the filing delivery of the noticenotification in (a) above, provide subsequent written notice confirming that it does in fact object and the reasons therefore or advise that it has initiated a proceeding to determine what action it might take with respect to the matter, then the Commission shall be conclusively deemed not to have any objection to the proposed amendment or modification or waiver of default, as the case may be, and such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.029. (de) Following the delivery of a statement from the Commission or an order from authorized representative of the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that . (f) For the Servicer delivers notice purpose of this Section 9.03, an "authorized representative of the Commission" means any person authorized to act on behalf of the Commission, as evidenced by an Opinion of Counsel (which may be the general counsel) to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7E-2, Sub 1325 1262 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7E-2, Sub 13251262; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.03(a). (d) Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Agreement shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(c), Section 8(d), Section 8(e), or Section 14 of this Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03paragraph (b). (ai) At least 15 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture each Trustee may be subject to the consent of the Holders Bondholders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior the Administrator shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission's executive director and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (iA) a reference to Docket No. E-7, Sub 1325060038-EI; (iiB) an Officer’s 's Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iiiC) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture amendment or to request additional time. (bii) If the Commission or an authorized representative of the Commission, within 15 days (subject to extension as provided in Section 9.02(cclause (iii)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order delivered to the office of the person specified in clause (i)(C) a written statement that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (civ) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order delivers a written statement that it does not object to such proposed Supplemental Indenture.amendment or modification; or (ciii) If the Commission takes no action or an authorized representative of the Commission, within 15 days of receiving a notification complying with subparagraph (i), shall have delivered to the office of the person specified in clause (i)(C) a written statement requesting an additional amount of time not to exceed thirty days in which to consider such proposed amendment or modification, then such proposed amendment or modification shall not be effective if, within such extended period, the Commission shall have delivered to the office of the person specified in clause (i)(C) a written statement as described in subparagraph (ii), unless and until the Commission subsequently delivers a written statement that it does not object to such proposed amendment or modification. (iv) If (A) the Commission or an authorized representative of the Commission, shall not have delivered written notice that the Commission might object to such proposed amendment or modification within the time periods described in subparagraphs (ii) or (iii), whichever is applicable, or (B) the Commission or authorized representative of the Commission, has delivered such written notice but does not within 60 days of the filing delivery of the noticenotification in (a) above, provide subsequent written notice confirming that it does in fact object and the reasons therefore or advise that it has initiated a proceeding to determine what action it might take with respect to the matter, then the Commission shall be conclusively deemed not to have any objection to the proposed amendment or modification and such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0213(a). (dv) Following the delivery of a statement from the Commission or an order from authorized representative of the Commission to the Servicer Administrator under subparagraph (iiiii), the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indentureamendment, modification or waiver other action. (vi) For the purpose of default. The fact that this Section 13, an "authorized representative of the Servicer delivers notice Commission" means any person authorized to act on behalf of the Commission, as evidenced by an Opinion of Counsel (which may be the general counsel) to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7E-2, Sub 1325 1370 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7E-2, Sub 13251370; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.03(a). (d) Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7, Sub 1325 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 1325; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (i), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.03(a). (d) Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.02, no indenture or indentures supplemental indentureto this Indenture, nor any waiver required by Section 5.12 hereof, shall be effective except upon satisfaction of the conditions precedent in this Section 9.03. (a) At least 15 days prior to the effectiveness of any such Supplemental Indenture or other action and after obtaining the other necessary approvals set forth in Section 9.02 (except that the consent of the Indenture Trustee may be subject to the consent of the Holders Bondholders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 delivered to the Commission's executive director and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: : (i) a reference to Docket No. E-7, Sub 1325; 060038-EI; (ii) an Officer’s 's Certificate stating that the proposed Supplemental Indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; and and (iii) a statement identifying the person to whom the Commission is to address any response to the proposed Supplemental Indenture or to request additional time. (b) If the Commission or an authorized representative of the Commission, within 15 days (subject to extension as provided in Section 9.02(c9.03(c)) of receiving a notification complying with Section 9.03(a), shall have issued an order delivered to the office of the person specified in Section 9.03(a)(iii) a written statement that the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (cd) below, such proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order delivers a written statement that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action or an authorized representative of the Commission, within 15 days of receiving a notification complying with Section 9.03(a), shall have delivered to the office of the person specified in Section 9.03(a)(iii) a written statement requesting an additional amount of time not to exceed thirty days (or, in the case of a waiver of default, 15 days) in which to consider such proposed Supplemental Indenture, then such proposed Supplemental Indenture shall not be effective if, within such extended period, the Commission shall have delivered to the office of the person specified in clause (d) below a written statement 56 <PAGE> as described in subparagraph (iii), unless and until the Commission subsequently delivers a written statement that it does not object to such proposed Supplemental Indenture. (d) If (A) the Commission or an authorized representative of the Commission, shall not have delivered written notice that the Commission might object to such proposed Supplemental Indenture, or the waiver of default, within the time periods described in subparagraphs (iii) or (iii), whichever is applicable, or (B) the Commission or authorized representative of the Commission, has delivered such written notice but does not within 60 days of the filing delivery of the noticenotification in (a) above, provide subsequent written notice confirming that it does in fact object and the reasons therefore or advise that it has initiated a proceeding to determine what action it might take with respect to the matter, then the Commission shall be conclusively deemed not to have any objection to the proposed amendment or modification or waiver of default, as the case may be, and such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.029. (de) Following the delivery of a statement from the Commission or an order from authorized representative of the Commission to the Servicer under subparagraph (iii), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of default. The fact that . (f) For the Servicer delivers notice purpose of this Section 9.03, an "authorized representative of the Commission" means any person authorized to act on behalf of the Commission, as evidenced by an Opinion of Counsel (which may be the general counsel) to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend the Indenture as provided in the noticeCommission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.028.01(a), no supplemental indenture, amendment or modification of this Agreement that may have the effect of increasing Operating Expenses shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.038.02 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 8.01(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer shall have filed in Commission docket E-7, Sub 1325 delivered to the Commission's executive director and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 132552710; (ii) an Officer’s 's Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; andAgreement; (iii) a statement identifying the person Person to whom the Commission or its staff is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time; and (iv) a statement as to the possible effect of the amendment or modification on the Ongoing Costs. (b) If the CommissionThe Commission or its staff shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a8.02(a), shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed amendment or modification will not under any circumstances have the effect of increasing the Ongoing Costs related to the proposed Supplemental Indenture, Texas Stabilization N Bonds; or (ii) provide notice of its consent or lack of consent to the waiver of default, then, subject to clause Person specified in Section 8.02(a)(iii). (c) belowAny amendment submitted to the Commission pursuant to this Section 8.02 shall become effective immediately upon the later of: (i) the date proposed by the parties to the amendment or (ii) thirty-one (31) days after such submission to the Commission, such and in either case the Commission shall be conclusively deemed to have consented to the proposed amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does disapproving such amendment. Unless, within thirty (30) days of receiving the notification complying with Section 8.02(a), the Commission or its staff delivers to the office of the Person specified in Section 8.02(a)(iii) a written statement requesting an additional amount of time not object to such exceed thirty (30) days in which to consider whether to consent to the proposed Supplemental Indenture. (c) amendment or modification. If the Commission takes or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that the proposed amendment or modification will not under any circumstances increase Ongoing Costs to the Person specified in Section 8.02(a)(iii) no action within 60 days later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the filing Commission shall become effective on the later of (i) the notice, then date proposed by the parties to such amendment or modification or waiver of default, as and (ii) the case may be, may subsequently become effective upon satisfaction first day after the expiration of the other conditions specified thirty (30)-day period provided for in this Section 9.01 or 9.028.02(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (d) Following the delivery of an order from a notice to the Commission to by the Servicer under subparagraph (iiiSection 8.02(a), the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that Such withdrawal shall be evidenced by the Servicer delivers Servicer's giving prompt written notice thereof to the Commission pursuant to this Section 9.03 does not obligate Commission, the Servicer to amend Issuer and the Indenture as provided in the noticeTrustee.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior amendment), the Member shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission’s [executive director and general counsel] written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionamendment or modification, which notification shall contain: (i) a reference to Docket ▇▇. ▇▇▇▇▇▇-▇▇ [▇▇▇ Docket No. E-7, Sub 1325and 150171-EI]; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the CommissionCommission or its staff, within 15 days (subject to extension as provided in Section 9.02(cclause (c)) of receiving a notification complying with Section 9.03(asubparagraph (a), shall have issued an order delivered to the office of the person specified in clause (a)(iii) a written statement that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (cd) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order delivers a written statement that it does not object to such proposed Supplemental Indentureamendment or modification. (c) If the Commission takes no action or an authorized representative of the Commission, within 15 days of receiving a notification complying with subparagraph (a), shall have delivered to the office of the person specified in clause (a)(iii) a written statement requesting an additional amount of time not to exceed thirty days in which to consider such proposed amendment or modification, then such proposed amendment or modification shall not be effective if, within such extended period, the Commission shall have delivered to the office of the person specified in clause (a)(iii) a written statement as described in subparagraph (b), unless and until the Commission subsequently delivers a written statement that it does not object to such proposed amendment or modification. (d) If (i) the Commission or an authorized representative of the Commission shall not have delivered written notice that the Commission might object to such proposed amendment or modification within the time periods described in subparagraphs (b) or (c), whichever is applicable, or (ii) the Commission or an authorized representative of the Commission, has delivered such written notice but does not within 60 days of the filing delivery of the noticenotification in (a) above, provide subsequent written notice confirming that it does in fact object and the reasons therefor or advise that it has initiated a proceeding to determine what action it might take with respect to the matter, then the Commission shall be conclusively deemed not to have any objection to the proposed amendment or modification and such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.02. (de) Following the delivery of a statement from the Commission or an order from authorized representative of the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Member to the Commission pursuant to Commission, the Indenture Trustee, each Independent Manager and the Servicer. (f) For the purpose of this Section 9.03 does not obligate 11.03, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture Commission as provided in evidenced by an Opinion of Counsel (which may be the noticegeneral counsel) to the Commission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of Holders of the Holders Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12modification), the Servicer Member shall have filed in Commission docket E-7, Sub 1325 written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commission, which notification shall contain: (i) a reference to Docket No. E-7, Sub 1325; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) of receiving a notification complying with Section 9.03(asubparagraph (a), shall have issued an order that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (c) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture.amendment or modification; or (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.03(a). (d) Following the delivery of an order from the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 11.03(b) does not obligate the Servicer Administrator to amend the Indenture Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section Section‌ 9.01 or 9.02, no supplemental indenture, indenture (other than the Series Supplement) shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.039.03 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture or other action supplemental indenture and after obtaining the other necessary approvals set forth in Section 9.02 (9.01 or 9.02, as applicable, except that for the consent of the Indenture Trustee may be subject to and the Holders if the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior supplemental indenture, the Issuer shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission's executive director and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionsupplemental indenture, which notification shall contain: (i) a reference to Docket No. E-7, Sub 132552710; (ii) an Officer’s 's Certificate stating that the proposed Supplemental Indenture supplemental indenture has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsIndenture; and (iii) a statement identifying the person to whom the Commission or its staff is to address any response to the proposed Supplemental Indenture supplemental indenture or to request additional time. (b) If the CommissionThe Commission or its staff shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a)) above, shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed supplemental indenture will not under any circumstances have the effect of increasing the Ongoing Costs related to the Texas Stabilization N Bonds, (ii) provide notice of its consent or lack of consent to the person specified in Section 9.03(a)(iii) above, or (iii) be conclusively deemed to have consented to the proposed Supplemental Indenturesupplemental indenture, unless, within thirty (30) days of receiving the notification complying with Section 9.03(a) above, the Commission or its staff delivers to the waiver office of default, then, subject the person specified in Section 9.03(a)(iii) above a written statement requesting an additional amount of time not to clause exceed thirty (c30) below, such days in which to consider whether to consent to the proposed amendment or modification, or the waiver of default, shall not be effective unless and until supplemental indenture. If the Commission subsequently issues or its staff requests an order extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed supplemental indenture will not object under any circumstances increase Ongoing Costs to the person specified in Section 9.03(a)(iii) above no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed supplemental indenture on the last day of such extension of time. Any supplemental indenture requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indenturesupplemental indenture and (ii) the first day after the expiration of the thirty (30) day period provided for in this Section 9.03(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer Issuer under subparagraph (iii)Section 9.03(a) above, the Servicer and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification or waiver of defaultsupplemental indenture. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Issuer to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend Commission, the Indenture as provided in Trustee and the noticeServicer.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 fifteen (15) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior amendment), the Member shall have delivered to the effectiveness Commission’s Staff Director of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Accounting & Finance written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionamendment or modification, which notification shall contain: (i) a reference to Docket No. E-7, Sub 1325150171-EI; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the CommissionCommission or its staff, within 15 days (subject to extension as provided in Section 9.02(cclause (c)) of receiving a notification complying with Section 9.03(asubparagraph (a), shall have issued an order delivered to the office of the person specified in clause (a)(iii) a written statement that the Commission might object to the proposed Supplemental Indenture, amendment or to the waiver of defaultmodification, then, subject to clause (cd) below, such proposed amendment or modification, or the waiver of default, modification shall not be effective unless and until the Commission subsequently issues an order delivers a written statement that it does not object to such proposed Supplemental Indentureamendment or modification. (c) If the Commission takes no action or an authorized representative of the Commission, within 15 days of receiving a notification complying with subparagraph (a), shall have delivered to the office of the person specified in clause (a)(iii) a written statement requesting an additional amount of time not to exceed thirty days in which to consider such proposed amendment or modification, then such proposed amendment or modification shall not be effective if, within such extended period, the Commission shall have delivered to the office of the person specified in clause (a)(iii) a written statement as described in subparagraph (b), unless and until the Commission subsequently delivers a written statement that it does not object to such proposed amendment or modification. (d) If (i) the Commission or an authorized representative of the Commission shall not have delivered written notice that the Commission might object to such proposed amendment or modification within the time periods described in subparagraphs (b) or (c), whichever is applicable, or (ii) the Commission or an authorized representative of the Commission, has delivered such written notice but does not within 60 days of the filing delivery of the noticenotification in (a) above, provide subsequent written notice confirming that it does in fact object and the reasons therefor or advise that it has initiated a proceeding to determine what action it might take with respect to the matter, then the Commission shall be conclusively deemed not to have any objection to the proposed amendment or modification and such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.0211.02. (de) Following the delivery of a statement from the Commission or an order from authorized representative of the Commission to the Servicer Member under subparagraph (iiib), the Servicer Member and the Issuer Company shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Member to the Commission pursuant to Commission, the Indenture Trustee, each Independent Manager and the Servicer. (f) For the purpose of this Section 9.03 does not obligate 11.03, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture Commission as provided in evidenced by an Opinion of Counsel (which may be the noticegeneral counsel) to the Commission.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indentureamendment or modification of this Administration Agreement that the Administrator determines has a reasonably possibility to impact the rates borne by customers shall be effective, nor shall any action requiring satisfaction of this condition pursuant to Section 8(e), Section 8(f), or Section 14 of this Administration Agreement be taken or be effective except upon satisfaction of the conditions precedent in this Section 9.03.paragraph (b).‌ (ai) At least 15 30 days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders of the Storm Recovery Bonds if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indentureamendment or modification) or prior to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer Administrator shall have filed in Commission docket E-7, Sub 1325 [2025-[ ]-E/2025-[ ]-[ written notification of any proposed amendment, addressed to the Chief Clerk/Executive Director of the ELECTRONICALLY FILED - 2025 March 21 3:29 PM - SCPSC - Docket # 2025-65-E - Page 8 of 10 Duke Energy Carolinas, LLC Docket No. 2025-65-E Commission with a copy delivered to the Director Office of the Commission Regulatory Staff and the Executive Director all parties of the Public Staff – North Carolina Utilities Commissionrecord, which notification shall contain: (iA) a reference to Docket No. E-7, Sub 1325[2025-[ ]-E/2025-[ ]-; (iiB) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAdministration Agreement; and (iiiii) a statement identifying the person to whom the Commission is to address any response to description of the proposed Supplemental Indenture or to request additional timeamendment, including the purpose of such amendment. (biii) If No later than 5:00 pm on the Commission, within 15 days (subject to extension as provided in Section 9.02(c)) 30th business day after receipt of receiving notice of a notification proposed amendment complying with Section 9.03(asubparagraph (i), the Commission shall have issued issue an order that either (i) approving the Commission might object to the proposed Supplemental Indenture, or to the waiver of default, then, subject to clause (c) below, such proposed amendment or (ii) preventing the adoption of such amendment or modification, or the waiver of default, shall not be effective unless and until the Commission subsequently issues an order that it does not object to such proposed Supplemental Indenture. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (div) Following the delivery of an order from the Commission to the Servicer Administrator under subparagraph (iii)Error! Reference source not found., the Servicer Administrator and the Issuer shall have the right at any time to withdraw from the Commission further consideration of any proposed Supplemental Indenture, modification or waiver of defaultamendment. The fact that the Servicer Administrator delivers notice to the Commission pursuant to this Section 9.03 13(b) does not obligate the Servicer Administrator to amend the Indenture this Administration Agreement as provided in the notice.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0213, no supplemental indenture, amendment or modification of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0314 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 13 above (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) amendment or prior modification), the Administrator shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission's executive director and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionamendment or modification, which notification shall contain: (i) a reference to Docket No. E-7, Sub 132552710; (ii) an Officer’s 's Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds; andAdministration Agreement; (iii) a statement identifying the person to whom the Commission or its staff is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time; and (iv) a statement as to the possible effect of the amendment or modification on the Ongoing Costs. (b) If the CommissionThe Commission or its staff shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a)14(a) above, shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed amendment or modification will not under any circumstances have the effect of increasing the Ongoing Costs related to the proposed Supplemental Indenture, Texas Stabilization N Bonds, (ii) provide notice of its consent or lack of consent to the waiver of defaultperson specified in Section 14(a)(iii) above, then, subject or (iii) be conclusively deemed to clause (c) below, such have consented to the proposed amendment or modification, or unless, within thirty (30) days of receiving the waiver of defaultnotification complying with Section 14(a) above, shall not be effective unless and until the Commission subsequently issues or its staff delivers to the office of the person specified in Section 14(a)(iii) above a written statement requesting an order additional amount of time not to exceed thirty (30) days in which to consider whether to consent to the proposed amendment or modification. If the Commission or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed amendment or modification will not object under any circumstances increase Ongoing Costs to the person specified in Section 14(a)(iii) above no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indentureamendment or modification and (ii) the first day after the expiration of the thirty (30)-day period provided for in this Section 14(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer Administrator under subparagraph (iii)Section 14(a) above, the Servicer and the Issuer Administrator shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification amendment or waiver of defaultmodification. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Administrator to the Commission pursuant to this Section 9.03 does not obligate the Servicer to amend Commission, the Indenture as provided in Trustee, the noticeIssuer and the Servicer.

Commission Condition. Notwithstanding anything to the contrary in this Section 9.01 or 9.0211.02, no supplemental indentureamendment or modification of Sections 4.01 (with respect to the Independent Manager Fee described in subsection (a)), 4.02, 5.04, and 7.03 of this Agreement shall be effective except upon satisfaction of unless the conditions precedent process set forth in this Section 9.0311.03 has been followed. (a) At least 15 thirty-one (31) days prior to the effectiveness of any such Supplemental Indenture amendment or other action modification and after obtaining the other necessary approvals set forth in Section 9.02 11.02 above (except that the consent of the Indenture Trustee may be subject to the consent of the Holders Bondholders if such consent is required or sought by the Indenture Trustee in connection with such Supplemental Indenture) or prior amendment), the Member shall have delivered to the effectiveness of any waiver of a default approved by the Holders of a majority of the Outstanding Amount of Storm Recovery Bonds as provided in Section 5.12, the Servicer shall have filed in Commission docket E-7, Sub 1325 Commission’s executive secretary and general counsel written notification of any proposed amendment, with a copy delivered to the Director of the Commission and the Executive Director of the Public Staff – North Carolina Utilities Commissionamendment or modification, which notification shall contain: (i) a reference to Docket Case No. E-7, Sub 132512-1188-E-PC; (ii) an Officer’s Certificate stating that the proposed Supplemental Indenture amendment or modification has been approved by all parties to this Indenture or alternatively, the waiver of default has been approved by the Holders of a majority of the Outstanding Amount of Storm Recovery BondsAgreement; and (iii) a statement identifying the person to whom the Commission or its authorized representative is to address any response to the proposed Supplemental Indenture amendment or modification or to request additional time. (b) If the CommissionThe Commission or its authorized representative shall, within 15 thirty (30) days (subject to extension as provided in Section 9.02(c)) of receiving a the notification complying with Section 9.03(a)11.03(a) above, shall have issued an order either: (i) provide notice of its determination that the Commission might object proposed amendment or modification will not under any circumstances have the effect of increasing the Ongoing Financing Costs related to the proposed Supplemental Indenture, Consumer Rate Relief Bonds, (ii) provide notice of its consent or lack of consent to the waiver of defaultperson specified in Section 11.03(a)(iii) above, then, subject or (iii) be conclusively deemed to clause (c) below, such have consented to the proposed amendment or modification, or unless, within thirty (30) days of receiving the waiver of defaultnotification complying with Section 11.03(a) above, shall not be effective unless and until the Commission subsequently issues or its authorized representative delivers to the office of the person specified in Section 11.03(a)(iii) above a written statement requesting an order additional amount of time not to exceed thirty (30) days in which to consider whether to consent to the proposed amendment or modification. If the Commission or its authorized representative requests an extension of time in the manner set forth in the preceding sentence, then the Commission shall either provide notice of its consent or lack of consent or notice of its determination that it does the proposed amendment or modification will not object under any circumstances increase Ongoing Financing Costs to the person specified in Section 11.03(a)(iii) above no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Commission shall become effective on the later of (i) the date proposed by the parties to such proposed Supplemental Indentureamendment or modification and (ii) the first day after the expiration of the thirty day period provided for in this Section 11.03(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) If the Commission takes no action within 60 days of the filing of the notice, then such amendment or modification or waiver of default, as the case may be, may subsequently become effective upon satisfaction of the other conditions specified in Section 9.01 or 9.02. (d) Following the delivery of an order from a notice to the Commission to by the Servicer Member under subparagraph (iii)Section 11.03(a) above, the Servicer and the Issuer Member shall have the right at any time to withdraw from the Commission further consideration of any notification of a proposed Supplemental Indenture, modification amendment or waiver of defaultmodification. The fact that Such withdrawal shall be evidenced by the Servicer delivers prompt written notice thereof by the Member to the Commission pursuant to Commission, the Indenture Trustee, each Independent Manager and the Servicer. (d) For the purpose of this Section 9.03 does not obligate 11.03, an “authorized representative” of the Servicer Commission means any person authorized to amend act on behalf of the Indenture as provided in the noticeCommission.