EXHIBIT 4-4
This instrument was prepared by,
and when recorded should be
returned to:
Xxxxxxx X. Xxxxx
Xxxxxx Xxxxxx Xxxxx & Xxxx
Bank One Plaza
00 Xxxxx Xxxxxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
FORM OF SUPPLEMENTAL INDENTURE
----------
Dated as of _______ __, 200_
----------
COMMONWEALTH EDISON COMPANY
to
BNY MIDWEST TRUST COMPANY
and
X. X. XXXXXXX
Trustees under Mortgage Dated July 1, 1923, and Certain
Indentures Supplemental Thereto
----------
Providing for Issuance of
FIRST MORTGAGE _____% BONDS, SERIES ____
DUE ______ __, 20__
THIS SUPPLEMENTAL INDENTURE, dated as of ________ __, 200_, between
COMMONWEALTH EDISON COMPANY, a corporation organized and existing under the laws
of the State of Illinois (hereinafter called the "Company") having an address at
00 Xxxxx Xxxxxxxx Xxxxxx, 00xx xxxxx, Xxxxxxx, Xxxxxxxx 00000, party of the
first part, and BNY MIDWEST TRUST COMPANY, a trust company organized and
existing under the laws of the State of Illinois having an address at 0 Xxxxx
XxXxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000, and X.X. XXXXXXX, an
individual having an address at 0 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx,
Xxxxxxxx 00000, as Trustee and Co-Trustee, respectively, under the Mortgage of
the Company dated July 1, 1923, as amended and supplemented by Supplemental
Indenture dated August 1, 1944 and the subsequent supplemental indentures
hereinafter mentioned, parties of the second part (said Trustee being
hereinafter called the "Trustee", the Trustee and said Co-Trustee being
hereinafter together called the "Trustees", and said Mortgage dated July 1,
1923, as amended and supplemented by said Supplemental Indenture dated August 1,
1944 and subsequent supplemental indentures, being hereinafter called the
"Mortgage"),
W I T N E S S E T H:
WHEREAS, the Company duly executed and delivered the Mortgage to provide
for the issue of, and to secure, its bonds, issuable in series and without limit
as to principal amount except as provided in the Mortgage; and
WHEREAS, the Company from time to time has executed and delivered
supplemental indentures to the Mortgage to provide for (i) the creation of
additional series of bonds secured by the Mortgage, (ii) the amendment of
certain of the terms and provisions of the Mortgage and (iii) the confirmation
of the lien of the Mortgage upon property of the Company, such supplemental
indentures that are currently effective and the respective dates, parties
thereto and purposes thereof, being as follows:
SUPPLEMENTAL
INDENTURE
DATE PARTIES PROVIDING FOR
August 1, 1944 Company to Continental Illinois National Bank Amendment and restatement of
and Trust Company of Chicago and Xxxxxx X. Mortgage dated July 1, 1923
Stofft, as Trustee and Co-Trustee
August 1, 1946 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 1, 1953 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
March 31, 1967 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxxxxx, as Trustee and Co-Trustee
-1-
SUPPLEMENTAL
INDENTURE
DATE PARTIES PROVIDING FOR
April 1, 1967 Company to Continental Illinois National Bank Amendment of Sections 3.01, 3.02,
and Trust Company of Chicago and Xxxxxx X. 3.05 and 3.14 of the Mortgage and
Friedrich, as Trustee and Co-Trustee issuance of First Mortgage 5-3/8%
Bonds, Series Y
February 28, 1969 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
May 29, 1970 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
June 1, 1971 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 1, 1972 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
May 31, 1972 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
June 15, 1973 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
May 31, 1974 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
June 13, 1975 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
May 28, 1976 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
June 3, 1977 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
May 17, 1978 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
August 31, 1978 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
-2-
SUPPLEMENTAL
INDENTURE
DATE PARTIES PROVIDING FOR
June 18, 1979 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
June 20, 1980 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 16, 1981 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 30, 1982 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 15, 1983 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 13, 1984 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 15, 1985 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and Xxxxxx X.
Xxxxxx, as Trustee and Co-Trustee
April 15, 1986 Company to Continental Illinois National Bank Confirmation of mortgage lien
and Trust Company of Chicago and X.X. Xxxxxx,
as Trustee and Co-Trustee
June 15, 1990 Company to Continental Bank, National Issuance of First Mortgage 9-7/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 75
Co-Trustee
June 1, 1991 Company to Continental Bank, National Issuance of First Mortgage Bonds,
Association and X.X. Xxxxxx, as Trustee and Pollution Control Series 1991
Co-Trustee
October 15, 1991 Company to Continental Bank, National Issuance of First Mortgage 8-3/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 78 and First
Co-Trustee Mortgage 9-1/8% Bonds, Series 79
February 1, 1992 Company to Continental Bank, National Issuance of First Mortgage 7%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 80 and First
Co-Trustee Mortgage 8-5/8% Bonds, Series 81
May 15, 1992 Company to Continental Bank, National Issuance of First Mortgage 6-1/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 82 and First
Co-Trustee Mortgage 8% Bonds, Series 83
July 15, 1992 Company to Continental Bank, National Issuance of First Mortgage 8-1/2%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 00
Xx-Xxxxxxx
-0-
XXXXXXXXXXXX
XXXXXXXXX
DATE PARTIES PROVIDING FOR
September 15, 1992 Company to Continental Bank, National Issuance of First Mortgage 7-3/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 85 and First
Co-Trustee Mortgage 8-3/8% Bonds, Series 86
February 1, 1993 Company to Continental Bank, National Issuance of First Mortgage 8-3/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 88
Co-Trustee
April 1, 1993 Company to Continental Bank, National Issuance of First Mortgage 6-1/2%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 90 and First
Co-Trustee Mortgage 8% Bonds, Series 91
April 15, 1993 Company to Continental Bank, National Issuance of First Mortgage 7-5/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 92
Co-Trustee
June 15, 1993 Company to Continental Bank, National Issuance of First Mortgage 7%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 93 and First
Co-Trustee Mortgage 7-1/2% Bonds, Series 94
July 15, 1993 Company to Continental Bank, National Issuance of First Mortgage 6-5/8%
Association and X.X. Xxxxxx, as Trustee and Bonds, Series 96 and First
Co-Trustee Mortgage 7-3/4% Bonds, Series 97
January 15, 1994 Company to Continental Bank, National Issuance of First Mortgage Bonds,
Association and X.X. Xxxxxx, as Trustee and Pollution Control Series 1994A,
Co-Trustee 1994B and 1994C
December 1, 1994 Company to Bank of America Illinois and Issuance of First Mortgage Bonds,
Xxxxxx X. Xxxxxxx, as Trustee and Co-Trustee Pollution Control Series 1994D
June 1, 1996 Company to Xxxxxx Trust and Savings Bank and Issuance of First Mortgage Bonds,
X.X. Xxxxxxx, as Trustee and Co-Trustee Pollution Control Series 1996A and
1996B
March 1, 2002 Company to BNY Midwest Trust Company and D.G. Issuance of First Mortgage 6.15%
Xxxxxxx, as Trustee and Co-Trustee Bonds, Series 98
May 20, 2002 Company to BNY Midwest Trust Company and D.G. Issuance of First Mortgage Bonds,
Donovan, as Trustee and Co-Trustee Pollution Control Series 2002
June 1, 2002 Company to BNY Midwest Trust Company and D.G. Issuance of Additional First
Xxxxxxx, as Trustee and Co-Trustee Mortgage 6.15% Bonds, Series 98
[List any additional supplemental indentures]
-4-
WHEREAS, the respective designations, maturity dates and principal amounts
of the bonds of each series presently outstanding under, and secured by, the
Mortgage and the several supplemental indentures above referred to, are as
follows:
DESIGNATION MATURITY DATE PRINCIPAL AMOUNT
----------- ------------- ----------------
First Mortgage 9-7/8% Bonds, Series 75 June 15, 2020 $ 54,171,000
First Mortgage 8-1/4% Bonds, Series 76 October 1, 2006 100,000,000
First Mortgage 8-3/8% Bonds, Series 78 October 15, 2006 125,000,000
First Mortgage 8% Bonds, Series 83 May 15, 2008 140,000,000
First Mortgage 8-1/2% Bonds, Series 84 July 15, 2022 200,000,000
First Mortgage 7-3/8% Bonds, Series 85 September 15, 2002 200,000,000
First Mortgage 8-3/8% Bonds, Series 86 September 15, 2022 200,000,000
First Mortgage 8-3/8% Bonds, Series 88 February 15, 2023 235,950,000
First Mortgage 8% Bonds, Series 91 April 15, 2023 160,000,000
First Mortgage 7-5/8% Bonds, Series 92 April 15, 2013 218,500,000
First Mortgage 7% Bonds, Series 93 July 1, 2005 225,000,000
First Mortgage 7-1/2% Bonds, Series 94 July 1, 2013 147,000,000
First Mortgage 6-5/8% Bonds, Series 96 July 15, 2003 100,000,000
First Mortgage 7-3/4% Bonds, Series 97 July 15, 2023 150,000,000
First Mortgage 5.3% Bonds, Pollution January 15, 2004 26,000,000
Control Series 1994A
First Mortgage 5.7% Bonds, Pollution January 15, 2009 20,000,000
Control Series 1994B
First Mortgage 5.85% Bonds, Pollution January 15, 2014 20,000,000
Control Series 1994C
First Mortgage 6.75% Bonds, Pollution March 1, 2015 91,000,000
Control Series 1994D
First Mortgage 4.4% Bonds, Pollution December 1, 2006 110,000,000
Control Series 1996A
First Mortgage 4.4% Bonds, Pollution December 1, 2006 89,400,000
Control Series 1996B
First Mortgage 6.15% Bonds, Series 98 March 15, 2012 400,000,000
First Mortgage Bonds, Pollution April 15, 2013 100,000,000
Control Series 0000
-0-
XXXXXXXXXXX XXXXXXXX DATE PRINCIPAL AMOUNT
----------- ------------- ----------------
First Mortgage 6.15% Bonds, Series 98 March 15, 2012 200,000,000
-------------
Total $
=============
[List any additional supplemental indentures]
WHEREAS, the Mortgage provides for the issuance from time to time
thereunder, in series, of bonds of the Company for the purposes and subject to
the limitations therein specified; and
WHEREAS, the Company desires, by this Supplemental Indenture, to create an
additional series of bonds to be issuable under the Mortgage, such bonds to be
designated "First Mortgage ____% Bonds, Series ____" (hereinafter called the
"bonds of Series ____") and the terms and provisions to be contained in the
bonds of Series ____ or to be otherwise applicable thereto to be as set forth in
this Supplemental Indenture; and
WHEREAS, the bonds of Series ____ and the Trustee's certificate to be
endorsed thereon shall be substantially in the form of the General Form of
Registered Bond Without Coupons and the form of the General Form of Trustee's
Certificate set forth in Section 3.05 of the Supplemental Indenture dated August
1, 1944 to the Mortgage with such appropriate insertions, omissions and
variations in order to express the designation, date, maturity date, annual
interest rate, record dates for, and dates of, payment of interest,
denominations, terms of redemption and redemption prices, and other terms and
characteristics authorized or permitted by the Mortgage or not inconsistent
therewith; and
WHEREAS, the Company is legally empowered and has been duly authorized by
the necessary corporate action and by order of the Illinois Commerce Commission
to make, execute and deliver this Supplemental Indenture, and to create, as an
additional series of bonds of the Company, the bonds of Series ____, and all
acts and things whatsoever necessary to make this Supplemental Indenture, when
executed and delivered by the Company and the Trustees, a valid, binding and
legal instrument, and to make the bonds of Series ____, when authenticated by
the Trustee and issued as in the Mortgage and in this Supplemental Indenture
provided, the valid, binding and legal obligations of the Company, entitled in
all respects to the security of the Mortgage, as amended and supplemented, have
been done and performed;
NOW, THEREFORE, in consideration of the premises and of the sum of one
dollar duly paid by the Trustees to the Company, and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the parties hereto
do hereby agree as follows:
SECTION 1. DESIGNATION AND ISSUANCE OF BONDS OF SERIES ____. The bonds of
Series ____ shall, as hereinbefore recited, be designated as the Company's
"First Mortgage ____%
-6-
Bonds, Series ____." Subject to the provisions of the Mortgage, the bonds of
Series ____ shall be issuable without limitation as to the aggregate principal
amount thereof.
SECTION 2. FORM, DATE, MATURITY DATE, INTEREST RATE AND INTEREST PAYMENT
DATES OF BONDS OF SERIES ____. (a) The definitive bonds of Series ____ shall be
in engraved, lithographed, printed or typewritten form and shall be registered
bonds without coupons; and such bonds and the Trustee's certificate to be
endorsed thereon shall be substantially in the forms hereinbefore recited,
respectively. The bonds of Series ____ shall be dated as provided in Section
3.01 of the Mortgage, as amended by Supplemental Indenture dated April 1, 1967.
(b) The bonds of Series ____ shall mature on _________ __, 20__.
(c) The bonds of Series ____ shall bear interest at the rate of ____% per
annum until the principal thereof shall be paid.
(d) Interest on the bonds of Series ____ shall be payable semi-annually on
the ________ day of ______ and the ________ day of ________ in each year,
commencing ________ __, 200_. __________ and __________ in each year are hereby
established as record dates for the payment of interest payable on the next
succeeding interest payment dates, respectively. The interest on each bond of
Series ____ so payable on any interest payment date shall, subject to the
exceptions provided in Section 3.01 of the Mortgage, as amended by said
Supplemental Indenture dated April 1, 1967, be paid to the person in whose name
such bond is registered at the close of business on the __________ or _________,
as the case may be, next preceding such interest payment date.
SECTION 3. EXECUTION OF BONDS OF SERIES ____. The bonds of Series ____
shall be executed on behalf of the Company by its President or one of its Vice
Presidents, manually or by facsimile signature, and shall have its corporate
seal affixed thereto or a facsimile of such seal imprinted thereon, attested by
its Secretary or one of its Assistant Secretaries, manually or by facsimile
signature, all as may be provided by resolution of the Board of Directors of the
Company. In case any officer or officers whose signature or signatures, manual
or facsimile, shall appear upon any bond of Series ____ shall cease to be such
officer or officers before such bond shall have been actually authenticated and
delivered, such bond nevertheless may be issued, authenticated and delivered
with the same force and effect as though the person or persons whose signature
or signatures, manual or facsimile, appear thereon had not ceased to be such
officer or officers of the Company.
SECTION 4. MEDIUM AND PLACES OF PAYMENT OF PRINCIPAL OF AND INTEREST ON
BONDS OF SERIES ____; TRANSFERABILITY AND EXCHANGEABILITY. Both the principal of
and interest on the bonds of Series ____ shall be payable in any coin or
currency of the United States of America which at the time of payment is legal
tender for the payment of public and private debts, and both such principal and
interest shall be payable at the office or agency of the Company in the City of
Chicago, State of Illinois, or, at the option of the registered owner, at the
office or agency of the
-7-
Company in the Borough of Manhattan, The City of New York, State of New York,
and such bonds shall be transferable and exchangeable, in the manner provided in
Sections 3.09 and 3.10 of the Mortgage, at said office or agency. No charge
shall be made by the Company to the registered owner of any bond of Series ____
for the transfer of such bond or for the exchange thereof for bonds of other
authorized denominations, except, in the case of transfer, a charge sufficient
to reimburse the Company for any stamp or other tax or governmental charge
required to be paid by the Company or the Trustee.
SECTION 5. DENOMINATIONS AND NUMBERING OF BONDS OF SERIES ____. The bonds
of Series ____ shall be issued in the denomination of $1,000 and in such
multiples of $1,000 as shall from time to time hereafter be determined and
authorized by the Board of Directors of the Company or by any officer or
officers of the Company authorized to make such determination, the authorization
of the denomination of any bond of Series ____ to be conclusively evidenced by
the execution thereof on behalf of the Company. Bonds of Series ____ shall be
numbered R-1 and consecutively upwards.
SECTION 6. TEMPORARY BONDS OF SERIES ____. Until definitive bonds of
Series ____ are ready for delivery, there may be authenticated and issued in
lieu of any thereof and subject to all of the provisions, limitations and
conditions set forth in Section 3.11 of the Mortgage, temporary registered bonds
without coupons of Series ____.
SECTION 7. REDEMPTION OF BONDS OF SERIES ____.
[Insert redemption provisions, if applicable]
SECTION 8. BOOK-ENTRY ONLY SYSTEM. It is intended that the bonds of Series
____ be registered so as to participate in the securities depository system (the
"DTC System") with The Depository Trust Company ("DTC"), as set forth herein.
The bonds of Series ____ shall be initially issued in the form of a fully
registered bond or bonds in the name of Cede & Co., or any successor thereto, as
nominee for DTC. The Company and the Trustees are authorized to execute and
deliver such letters to or agreements with DTC as shall be necessary to
effectuate the DTC System, including the Letter of Representations from the
Company and the Trustees to DTC relating to the bonds of Series ____ (the
"Representation Letter"). In the event of any conflict between the terms of the
Representation Letter and the Mortgage, the terms of the Mortgage shall control.
DTC may exercise the rights of a bondholder only in accordance with the terms
hereof applicable to the exercise of such rights.
With respect to bonds of Series ____ registered in the name of DTC or its
nominee, the Company and the Trustees shall have no responsibility or obligation
to any broker-dealer, bank or other financial institution for which DTC holds
such bonds from time to time as securities depository (each such broker-dealer,
bank or other financial institution being referred to herein as a "Depository
Participant") or to any person on behalf of whom such a Depository Participant
holds an interest in such bonds (each such person being herein referred to as an
"Indirect
-8-
Participant"). Without limiting the immediately preceding sentence, the Company
and the Trustees shall have no responsibility or obligation with respect to:
(i) the accuracy of the records of DTC, its nominee or any
Depository Participant with respect to any ownership interest in the
bonds of Series ____,
(ii) the delivery to any Depository Participant or any Indirect
Participant or any other person, other than a registered owner of a bond
of Series ____, of any notice with respect to the bonds of Series ____,
including any notice of redemption,
(iii) the payment to any Depository Participant or Indirect
Participant or any other person, other than a registered owner of a bond
of Series ____, of any amount with respect to principal of, redemption
premium, if any, on, or interest on, the bonds of Series ____, or
(iv) any consent given by DTC as registered owner.
So long as certificates for the bonds of Series ____ are not issued as
hereinafter provided, the Company and the Trustees may treat DTC or any
successor securities depository as, and deem DTC or any successor securities
depository to be, the absolute owner of such bonds for all purposes whatsoever,
including, without limitation, (1) the payment of principal and interest on such
bonds, (2) giving notice of matters (including redemption) with respect to such
bonds and (3) registering transfers with respect to such bonds. While a bond of
Series ____ is in the DTC System, no person other than DTC or its nominee shall
receive a certificate with respect to such bond.
In the event that:
(a) DTC notifies the Company that it is unwilling or unable to
continue as depositary or if DTC ceases to be a clearing agency registered
under applicable law and a successor depositary is not appointed by the
Company within 90 days,
(b) the Company determines that the beneficial owners of the bonds
of Series ____ should be able to obtain certificated bonds and so notifies
the Trustees in writing or
(c) there shall have occurred and be continuing a completed default
or any event which after notice or lapse of time or both would be a
completed default with respect to the bonds of Series ____,
the bonds of Series ____ shall no longer be restricted to being registered in
the name of DTC or its nominee. In the case of clause (a) of the preceding
sentence, the Company may determine that the bonds of Series ____ shall be
registered in the name of and deposited with a successor depository operating a
securities depository system, as may be acceptable to the Company and the
Trustees, or such depository's agent or designee, and if the Company does not
appoint a
-9-
successor securities depository system within 90 days, then the bonds may be
registered in whatever name or names registered owners of bonds transferring or
exchanging such bonds shall designate, in accordance with the provisions hereof.
Notwithstanding any other provision of the Mortgage to the contrary, so
long as any bond of Series ____ is registered in the name of DTC or its nominee,
all payments with respect to principal of and interest on such bond and all
notices with respect to such bond shall be made and given, respectively, in the
manner provided in the Representation Letter.
SECTION 9. LEGENDS. So long as the bonds of Series ____ are held by
the Depository Trust Company, such bonds of Series ____ shall bear the
following legend:
Unless this bond is presented by an authorized representative of the
Depository Trust Company, a New York corporation ("DTC"), to the Company
or its agent for registration of transfer, exchange or payment, and any
bond issued is registered in the name of Cede & Co. or in such other name
as is requested by an authorized representative of DTC (and any payment is
made to Cede & Co. or to such other entity as is requested by an
authorized representative of DTC), any transfer, pledge or other use
hereof for value or otherwise by a person is wrongful inasmuch as the
registered owner hereof, Cede & Co., has an interest herein.
SECTION 10. CONFIRMATION OF LIEN. The Company, for the equal and
proportionate benefit and security of the holders of all bonds at any time
issued under the Mortgage, hereby confirms the lien of the Mortgage upon, and
hereby grants, bargains, sells, transfers, assigns, pledges, mortgages, warrants
and conveys unto the Trustees, all property of the Company and all property
hereafter acquired by the Company, other than (in each case) property which, by
virtue of any of the provisions of the Mortgage, is excluded from such lien, and
hereby confirms the title of the Trustees (as set forth in the Mortgage) in and
to all such property. Without in any way limiting or restricting the generality
of the foregoing, there is specifically included within the confirmation of lien
and title hereinabove expressed the property of the Company legally described on
Exhibit A attached hereto and made a part hereof. A copy of the August 1, 1944
Supplemental Indenture is attached hereto as Exhibit B.
SECTION 11. MISCELLANEOUS. The terms and conditions of this Supplemental
Indenture shall be deemed to be a part of the terms and conditions of the
Mortgage for any and all purposes. The Mortgage, as supplemented by said
indentures supplemental thereto dated subsequent to August 1, 1944 and referred
to in the recitals of this Supplemental Indenture, and as further supplemented
by this Supplemental Indenture, is in all respects hereby ratified and
confirmed.
This Supplemental Indenture shall bind and, subject to the provisions of
Article XIV of the Mortgage, inure to the benefit of the respective successors
and assigns of the parties hereto.
-10-
Although this Supplemental Indenture is dated as of _________ __, 200_, it
shall be effective only from and after the actual time of its execution and
delivery by the Company and the Trustees on the date indicated by their
respective acknowledgments hereto annexed.
This Supplemental Indenture may be simultaneously executed in any number
of counterparts, and all such counterparts executed and delivered, each as an
original, shall constitute but one and the same instrument.
-11-
IN WITNESS WHEREOF, Commonwealth Edison Company has caused this
Supplemental Indenture to be executed in its name by its __________, and
attested by one of its __________, and BNY Midwest Trust Company, as Trustee
under the Mortgage, has caused this Supplemental Indenture to be executed in its
name by one of its __________, and attested by one of its __________, and X. X.
Xxxxxxx, as Co-Trustee under the Mortgage, has hereunto affixed his signature,
all as of the day and year first above written.
COMMONWEALTH EDISON COMPANY
By
Name:
Title:
ATTEST:
Name:
Title:
BNY MIDWEST TRUST COMPANY
By
Name:
Title:
ATTEST:
Name:
Title:
X. X. XXXXXXX
-12-
STATE OF ILLINOIS )
) SS.
COUNTY OF XXXX )
I, ____________, a Notary Public in and for said County, in the State
aforesaid, DO HEREBY CERTIFY that ____________, ____________ of Commonwealth
Edison Company, an Illinois corporation, one of the parties described in and
which executed the foregoing instrument, and ____________, ____________ of said
corporation, who are both personally known to me to be the same persons whose
names are subscribed to the foregoing instrument as such ____________ and
____________, respectively, and who are both personally known to me to be
____________ and ____________, respectively, of said corporation, appeared
before me this day in person and severally acknowledged that they signed,
executed and delivered said instrument as their free and voluntary act as such
____________ and ____________, respectively, of said corporation, and as the
free and voluntary act of said corporation, for the uses and purposes therein
set forth.
GIVEN under my hand and notarial seal this ____ day of __________, A.D.
200_.
________________
Notary Public
(NOTARIAL SEAL)
My Commission expires ________ __, 20__.
-00-
XXXXX XX XXXXXXXX )
) SS.
COUNTY OF XXXX )
I, ____________, a Notary Public in and for said County, in the State
aforesaid, DO HEREBY CERTIFY that ____________, ____________ of BNY Midwest
Trust Company, an Illinois trust company, one of the parties described in and
which executed the foregoing instrument, and ____________, ____________ of said
trust company, who are both personally known to me to be the same persons whose
names are subscribed to the foregoing instrument as such ____________ and
____________, respectively, and who are both personally known to me to be
____________ and ____________, respectively, of said trust company, appeared
before me this day in person and severally acknowledged that they signed,
executed and delivered said instrument as their free and voluntary act as such
____________ and ____________, respectively, of said trust company, and as the
free and voluntary act of said trust company, for the uses and purposes therein
set forth.
GIVEN under my hand and notarial seal this ___ day of _______, A.D. 200_.
_______________
Notary Public
(NOTARIAL SEAL)
My Commission expires _________ __, 20__.
-00-
XXXXX XX XXXXXXXX )
) SS.
COUNTY OF XXXX )
I, ____________, a Notary Public in and for said County, in the State
aforesaid, DO HEREBY CERTIFY that X. X. XXXXXXX, one of the parties described in
and which executed the foregoing instrument, who is personally known to me to be
the same person whose name is subscribed to the foregoing instrument, appeared
before me this day in person and acknowledged that he signed, executed and
delivered said instrument as his free and voluntary act for the uses and
purposes therein set forth.
GIVEN under my hand and notarial seal this ___ day of ________, A.D. 200_.
______________
Notary Public
(NOTARIAL SEAL)
My Commission expires __________ __, 20__.
-15-
