Common use of CREDIT AND COLLATERAL REQUIREMENTS Clause in Contracts

CREDIT AND COLLATERAL REQUIREMENTS. Amend Article Eight as follows: Section 8.1(a) Option A is amended to add (i) the following phrase “(income statement, balance sheet, statement of cash flows and statement of retained earnings and all accompanying notes) after the words “consolidated financial statements” in the third line; (ii) the phrase “setting forth in each case in comparative form the figures for the previous year” after the words “for such fiscal year,” in the third line; and (iii) the phrase “and the portion of the fiscal year through the end of such quarter, setting forth in each case in comparative form the figures for the previous year certified in accordance with all applicable laws and regulations, including without limitation all applicable Securities and Exchange Commission rules and regulations, provided however, for the purposes of this (i) and (ii), if Party B’s financial statements are publicly available electronically on the Securities and Exchange Commission’s website or Party B’s website, then Party B shall be deemed to have met this requirement” after the words “for such fiscal quarter” in the fifth line. [SCE comment—The following is applicable if Option A is selected] Section 8.2(a) Option A is amended to add (i) the following phrase “(income statement, balance sheet, statement of cash flows and statement of retained earnings and all accompanying notes)” after the words “consolidated financial statements” in the third line; (ii) the phrase “setting forth in each case in comparative form the figures for the previous year” after the words “for such fiscal year,” in the third line; and (iii) the phrase “and the portion of the fiscal year through the end of such quarter, setting forth in each case in comparative form the figures for the previous year [if Party A is an SEC reporting company: certified in accordance with all applicable laws and regulations, including without limitation all applicable Securities and Exchange Commission rules and regulations] [OR if Party A is not an SEC reporting company: certified by a Responsible Officer as being fairly stated in all material respects (subject to normal year end audit adjustments)], provided however, for the purposes of this (i) and (ii), if Party A’s financial statements are publicly available electronically on the Securities and Exchange Commission’s website or Party A’s website, then Party A shall be deemed to have met this requirement” after the words “for such fiscal quarter” in the fifth line; and (v) at the end thereof the phrase “[if Party A is not an SEC reporting company: For purposes of this Section, ‘Responsible Officer’ shall mean the Chief Financial Officer, Treasurer or any Assistant Treasurer of Party A or any employee of Party A designated by any of the foregoing.]”. [SCE comment—The following is applicable if Option B is selected] Section 8.2(a) Option B is amended to add (i) the phrase “or Party A’s Guarantor [or other entity specified on the Cover Sheet]” after the words “Party A” in the first line; (ii) the following phrase “(income statement, balance sheet, statement of cash flows and statement of retained earnings and all accompanying notes)” after the words “consolidated financial statements” in the third line; (iii) the phrase “setting forth in each case in comparative form the figures for the previous year” after the words “for such fiscal year,” in the third line; (iv) is amended by replacing the phrase “for the party(s) specified on the Cover Sheet” with the phrase “and the portion of the fiscal year through the end of such quarter, setting forth in each case in comparative form the figures for the previous year [if Party A’s Guarantor [or other entity specified on the Cover Sheet] is an SEC reporting company: certified in accordance with all applicable laws and regulations, including without limitation all applicable Securities and Exchange Commission rules and regulations] [OR if Party A’s Guarantor [or other entity specified on the Cover Sheet]is not an SEC reporting company: certified by a Responsible Officer as being fairly stated in all material respects (subject to normal year end audit adjustments)], provided however, for the purposes of this (i) and (ii), if Party A’s Guarantor’s [or other entity specified on the Cover Sheet] financial statements are publicly available electronically on the Securities and Exchange Commission’s website or Party A’s Guarantor’s [or other entity specified on the Cover Sheet] website, then this requirement shall be deemed satisfied” in the fifth line; and (v) at the end thereof the phrase “[if Party A’s Guarantor [or other entity specified on the Cover Sheet] is not an SEC reporting company: For purposes of this Section, ‘Responsible Officer’ shall mean the Chief Financial Officer, Treasurer or any Assistant Treasurer of Party A’s Guarantor or any employee of Party A’s Guarantor designated by any of the foregoing.]”. A new Section 8.4 is added to read as follows: “8.4 [Uniform/California] Commercial Code Waiver. This Agreement and the Collateral Annex set forth the entirety of the agreement of the Parties regarding credit, collateral and adequate assurances. Except as expressly set forth in the options elected by the Parties in respect of Sections 8.1 and 8.2, in Section 8.3, and in the relevant portions of the Collateral Annex, neither Party: (a) has or will have any obligation to post margin, provide letters of credit, pay deposits, make any other prepayments or provide any other financial assurances, in any form whatsoever, nor (b) will have reasonable grounds for insecurity with respect to the creditworthiness of a Party that is complying with the relevant provisions of Section 8 of this Master Agreement and of the relevant provisions of the Collateral Annex; and all implied rights relating to financial assurances arising from Section [2-609 of the Uniform][2609 of the California] Commercial Code or case law applying similar doctrines, are hereby waived.” ARTICLE NINE:

CREDIT AND COLLATERAL REQUIREMENTS. Amend Article Eight as follows: Section 8.1(a) Option A is amended to add (i) the following phrase “(income statement, balance sheet, statement of cash flows and statement of retained earnings and all accompanying notes) after the words “consolidated financial statements” in the third line; (ii) the phrase “setting forth in each case in comparative form the figures for the previous year” after the words “for such fiscal year,” in the third line; and (iii) the phrase “and the portion of the fiscal year through the end of such quarter, setting forth in each case in comparative form the figures for the previous year certified in accordance with all applicable laws and regulations, including without limitation all applicable Securities and Exchange Commission rules and regulations, provided however, for the purposes of this (i) and (ii), if Party B’s financial statements are publicly available electronically on the Securities and Exchange Commission’s website or Party B’s website, then Party B shall be deemed to have met this requirement” after the words “for such fiscal quarter” in the fifth line. [SCE comment—The following is applicable if Option A is selected] Section 8.2(a) Option A is amended to add (i) the following phrase “(income statement, balance sheet, statement of cash flows and statement of retained earnings and all accompanying notes)” after the words “consolidated financial statements” in the third line; (ii) the phrase “setting forth in each case in comparative form the figures for the previous year” after the words “for such fiscal year,” in the third line; and (iii) the phrase “and the portion of the fiscal year through the end of such quarter, setting forth in each case in comparative form the figures for the previous year [if Party A is an SEC reporting company: certified in accordance with all applicable laws and regulations, including without limitation all applicable Securities and Exchange Commission rules and regulations] [OR if Party A is not an SEC reporting company: certified by a Responsible Officer as being fairly stated in all material respects (subject to normal year end audit adjustments)], provided however, for the purposes of this (i) and (ii), if Party A’s financial statements are publicly available electronically on the Securities and Exchange Commission’s website or Party A’s website, then Party A shall be deemed to have met this requirement” after the words “for such fiscal quarter” in the fifth line; and (v) at the end thereof the phrase “[if Party A is not an SEC reporting company: For purposes of this Section, ‘Responsible Officer’ shall mean the Chief Financial Officer, Treasurer or any Assistant Treasurer of Party A or any employee of Party A designated by any of the foregoing.]”. [SCE comment—The following is applicable if Option B is selected] Section 8.2(a) Option B is amended to add (i) the phrase “or Party A’s Guarantor [or other entity specified on the Cover Sheet]” after the words “Party A” in the first line; (ii) the following phrase “(income statement, balance sheet, statement of cash flows and statement of retained earnings and all accompanying notes)” after the words “consolidated financial statements” in the third line; (iii) the phrase “setting forth in each case in comparative form the figures for the previous year” after the words “for such fiscal year,” in the third line; (iv) is amended by replacing the phrase “for the party(s) specified on the Cover Sheet” with the phrase “and the portion of the fiscal year through the end of such quarter, setting forth in each case in comparative form the figures for the previous year [if Party A’s Guarantor [or other entity specified on the Cover Sheet] is an SEC reporting company: certified in accordance with all applicable laws and regulations, including without limitation all applicable Securities and Exchange Commission rules and regulations] [OR if Party A’s Guarantor [or other entity specified on the Cover Sheet]is not an SEC reporting company: certified by a Responsible Officer as being fairly stated in all material respects (subject to normal year end audit adjustments)], provided however, for the purposes of this (i) and (ii), if Party A’s Guarantor’s [or other entity specified on the Cover Sheet] financial statements are publicly available electronically on the Securities and Exchange Commission’s website or Party A’s Guarantor’s [or other entity specified on the Cover Sheet] website, then this requirement shall be deemed satisfied” in the fifth line; and (v) at the end thereof the phrase “[if Party A’s Guarantor [or other entity specified on the Cover Sheet] is not an SEC reporting company: For purposes of this Section, ‘Responsible Officer’ shall mean the Chief Financial Officer, Treasurer or any Assistant Treasurer of Party A’s Guarantor or any employee of Party A’s Guarantor designated by any of the foregoing.]”. A new Section 8.4 is added to read as follows: “8.4 [Uniform/California] Commercial Code Waiver. This Agreement and the Collateral Annex set forth the entirety of the agreement of the Parties regarding credit, collateral and adequate assurances. Except as expressly set forth in the options elected by the Parties in respect of Sections 8.1 and 8.2, in Section 8.3, and in the relevant portions of the Collateral Annex, neither Party: (a) has or will have any obligation to post margin, provide letters of credit, pay deposits, make any other prepayments or provide any other financial assurances, in any form whatsoever, nor or (b) will have reasonable grounds for insecurity with respect to the creditworthiness of a Party that is complying with the relevant provisions of Section 8 of this Master Agreement and of the relevant provisions of the Collateral Annex; and all implied rights relating to financial assurances arising from Section [2-609 of the Uniform][2609 of the [Uniform/California] Commercial Code or case law applying similar doctrines, are hereby waived.” ARTICLE NINE: