Common use of Limited Liability of the Bank Clause in Contracts

Limited Liability of the Bank. As between the Company and the Bank, the Company agrees to assume all risk of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary in connection therewith; (b) the validity, or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except that the Company shall have a claim against the Bank, and the Bank shall be liable to the Company, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company which were caused by: (y) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; or (z) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order without responsibility for further investigation.

Limited Liability of the Bank. As between the The Company and the Bank, the Company agrees to assume assumes all risk risks of the acts or omissions of the Trustee (VEPCO and any transferee of the Letter of Creditadvising and negotiating bank (including Crestar Bank) with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary VEPCO in connection therewith; (b) the validity, sufficiency or genuineness of documents, or of any endorsement(s) endorsements thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged; (c) payment by the Bank against presentation of documents which do not comply with the terms of the Letter of Credit, including failure of any documents to bear any reference or adequate reference to the Letter of Credit; or (cd) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except only that the Company shall have a claim against the Bank, and the Bank shall be liable to the Company, Company to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company which the Company proves were caused by: by (yi) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; thereof or (zii) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) VEPCO of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation, regardless of any notice or information to the contrary unless VEPCO and the Company have notified the Bank in writing prior to a drawing under the Letter of Credit that such documents do not comply with the Letter of Credit.

Limited Liability of the Bank. As between the Company and the Bank, the Company The Borrower agrees to assume all risk of the acts or omissions of the Trustee (and any transferee of the Wachovia Letter of Credit) Credit with respect to its use of the Wachovia Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Wachovia Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary or transferee in connection therewith; (b) the validity, or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Wachovia Letter of Credit, except only that the Company Borrower shall have a claim against the Bank, and the Bank shall be liable to the CompanyBorrower, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company Borrower which were caused by: by (yi) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Wachovia Letter of Credit comply with the terms thereof; thereof or (zii) the Bank's willful failure to pay under the Wachovia Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Wachovia Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation, regardless of any notice or information to the contrary.

Limited Liability of the Bank. As between the Company and the Bank, the The Company agrees to assume all risk of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) Credit with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary or transferee in connection therewith; (b) the validity, or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except only that the Company shall have a claim against the Bank, and the Bank shall be liable to the Company, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company which were caused by: by (yi) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; thereof or (zii) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation, regardless of any notice or information to the contrary.

Limited Liability of the Bank. As between the Company and the Bank, the Company agrees to assume all risk of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary in connection therewith; (b) the b)-the validity, or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any c)-any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except that the Company shall have a claim against the Bank, and the Bank shall be liable to the Company, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company which were caused by: (y) the y)-the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; or (z) the z)-the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order without responsibility for further investigation.

Limited Liability of the Bank. As between the Company and the Bank, the Company The Applicant agrees to assume all risk of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) Credit with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary or transferee in connection therewith; (b) the validity, or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except only that the Company Applicant shall have a claim against the Bank, and the Bank shall be liable to the CompanyApplicant, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company Applicant which the Applicant proves were caused by: by (yi) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; thereof or (zii) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation, regardless of any notice or information to the contrary.

Limited Liability of the Bank. As between the Company and the Bank, the Company agrees to assume The Participating Bank assumes all risk risks of the acts or omissions of the Trustee (and or any transferee beneficiary of the Letter of Credit) Credit with respect to its the use of the Letter of CreditCredit or its proceeds. Neither the Bank nor any of its officers officers, directors, employees, or directors agents shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary of the Letter of Credit in connection therewithwith the Letter of Credit; (b) the validity, sufficiency or genuineness of documents, documents submitted in connection with the Letter of Credit or of any endorsement(s) thereonendorsement on such documents, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged; (c) payment by the Bank against presentation of documents which do not comply with the terms of the Letter of Credit; or (cd) any other circumstances whatsoever in making making, delaying to make or failing to make payment under the Letter of Credit; provided, except however, that the Company Participating Bank shall have a claim against the Bank, and the Bank shall be liable to the CompanyParticipating Bank, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company Participating Bank which the Participating Bank proves were proximately caused by: by (yi) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; of the Letter of Credit or (zii) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation, regardless of any notice or information to the contrary.

Limited Liability of the Bank. As between the The Company and the Bank, the Company agrees to assume assumes all risk risks of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) Credit with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: for (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary or transferee in connection therewith; (b) the validity, or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except only that the Company shall have a claim against the Bank, and the Bank shall be liable to the Company, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company which the Company proves were caused by: by (yi) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; thereof or (zii) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture Ordinance to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation, regardless of any notice or information to the contrary.

Limited Liability of the Bank. As between the Company and the Bank, the Company agrees to assume The Borrower assumes all risk risks of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) Credit with respect to its the use of the Letter of Credit. Neither the Bank nor any of its officers officers, directors, employees or directors attorneys shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary or transferee in connection therewith; (b) the validity, sufficiency or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged; (c) payment by the Bank against presentation of documents which do not comply with the terms of the Letter of Credit, including failure of any documents to bear any reference or adequate reference to the Letter of Credit; or (cd) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except ; provided that the Company Borrower shall have a claim against the Bank, and the Bank shall be liable to the Company, Borrower to the extent, but only to the extent, of any direct, as opposed to consequential, losses, liabilities or damages suffered by the Company Borrower which the Borrower proves were caused by: (y) by the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; or (z) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation. Further, and without limitation of the foregoing, the Bank is specifically authorized to rely upon facsimile copies received by telecopier of any sight drafts and certificates otherwise complying as to form with the terms and conditions of the Letter of Credit. SECTION 19.

Limited Liability of the Bank. As between the Company and the Bank, the Company agrees to assume assume, absent gross negligence or willful misconduct by the Bank, all risk of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) with respect to its use of the Letter of Credit. Neither the Bank nor any of its officers or directors shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary in connection therewith; (b) the validity, or genuineness of documents, or of any endorsement(s) thereon, accepted by the Bank in good faith, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except that the Company shall have a claim against the Bank, and the Bank shall be liable to the Company, to the extent, but only to the extent, of any direct, as opposed to consequential, damages suffered by the Company which were caused by: (y) the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; or (z) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the Bank may in good faith accept documents that appear on their face to be in order without responsibility for further investigation.

Limited Liability of the Bank. As between the Company and the Bank, the Company agrees to assume The Borrower assumes all risk risks of the acts or omissions of the Trustee (and any transferee of the Letter of Credit) Credit with respect to its the use of the Letter of Credit. Neither the Bank nor any of its officers officers, directors, employees or directors attorneys shall be liable or responsible for: (a) the use which may be made of the Letter of Credit or for any acts or omissions of the Trustee (or transferee) and any beneficiary or transferee in connection therewith; (b) the validity, sufficiency or genuineness of documents, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged; (c) payment by the Bank against presentation of documents which do not comply with the terms of the Letter of Credit, including failure of any documents to bear any reference or adequate reference to the Letter of Credit; or (cd) any other circumstances whatsoever in making or failing to make payment under the Letter of Credit, except ; PROVIDED that the Company Borrower shall have a claim against the Bank, and the Bank shall be liable to the Company, Borrower to the extent, but only to the extent, of any direct, as opposed to consequential, losses, liabilities or damages suffered by the Company Borrower which the Borrower proves were caused by: (y) by the Bank's willful misconduct or gross negligence in determining whether documents presented under the Letter of Credit comply with the terms thereof; or (z) the Bank's willful failure to pay under the Letter of Credit after the presentation to it by the Trustee (or a successor trustee under the Indenture to whom the Letter of Credit has been transferred in accordance with its terms) of a draft and certificate strictly complying with the terms and conditions of the Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the Bank may accept documents that appear on their face to be in order order, without responsibility for further investigation. Further, and without limitation of the foregoing, the Bank is specifically authorized to rely upon facsimile copies received by telecopier of any sight drafts and certificates otherwise complying as to form with the terms and conditions of the Letter of Credit.