AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CEI FUNDING LLCLimited Liability Company Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of CEI Funding LLC, a Delaware limited liability company (the “Company”), is made and is dated June 20, 2013 by The Cleveland Electric Illuminating Company, an Ohio corporation, as the sole equity member of the Company (the “Sole Member”) and Michelle A. Dreyer, as the Springing Member (as defined herein).
ADMINISTRATION AGREEMENTAdministration Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Ohio
This Administration Agreement, dated as of June 20, 2013, is made by and between TE Funding LLC, a Delaware limited liability company (the “Bond Issuer”), and The Toledo Edison Company, an Ohio corporation, as Administrator (the “Administrator”).
PHASE-IN-RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT between OE FUNDING LLC as Bond Issuer and OHIO EDISON COMPANY as Seller Dated as of June 20, 2013Purchase and Sale Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Ohio
This PHASE-IN-RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT, dated as of June 20, 2013 is between OE Funding LLC, a Delaware limited liability company (the “Bond Issuer”), and Ohio Edison Company, an Ohio corporation (together with its successors in interest to the extent permitted hereunder, the “Seller”).
CEI FUNDING LLC as Bond Issuer and U.S. BANK NATIONAL ASSOCIATION, as Bond Trustee and Securities Intermediary BOND INDENTURE Dated as of June 20, 2013 CEI FUNDING LLC BONDSBond Indenture • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Ohio
BOND INDENTURE dated effective as of June 20, 2013, between CEI Funding LLC, a Delaware limited liability company (the “Bond Issuer”), and U.S. Bank National Association, a national banking association, in its capacity as bond trustee (the “Bond Trustee”) and in its capacity as a securities intermediary (the “Securities Intermediary”).
FIRSTENERGY OHIO PIRB SPECIAL PURPOSE TRUST 2013, as Certificate Issuer and U.S. Bank National Association, as Certificate Trustee and Securities Intermediary CERTIFICATE INDENTURE Dated as of June 20, 2013 FIRSTENERGY OHIO PIRB SPECIAL PURPOSE TRUST...Section Indenture • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • New York
CERTIFICATE INDENTURE, dated as of June 20, 2013, between FirstEnergy Ohio PIRB Special Purpose Trust 2013, a Delaware statutory trust (the “Certificate Issuer”) continued under the Declaration of Trust and U.S. Bank National Association, in its capacity as certificate trustee (the “Certificate Trustee”) and in its separate capacity as a securities intermediary (the “Securities Intermediary”).
CEI FUNDING LLC, as Bond Issuer AND THE CLEVELAND ELECTRIC ILLUMINATING COMPANY, as Servicer PHASE-IN-RECOVERY PROPERTY SERVICING AGREEMENT Dated as of June 20, 2013Servicing Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Ohio
This PHASE-IN-RECOVERY PROPERTY SERVICING AGREEMENT, dated as of June 20, 2013, is between CEI Funding LLC, a Delaware limited liability company (the “Bond Issuer”), and The Cleveland Electric Illuminating Company, an Ohio corporation.
TE FUNDING LLC, as Bond Issuer and FIRSTENERGY OHIO PIRB SPECIAL PURPOSE TRUST 2013, as Certificate Issuer BOND PURCHASE AGREEMENT Dated as of June 20, 2013Bond Purchase Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Ohio
BOND PURCHASE AGREEMENT (this “Agreement”) dated as of June 20, 2013, between TE Funding LLC, a Delaware limited liability company (the “Bond Issuer”), and FirstEnergy Ohio PIRB Special Purpose Trust 2013, a Delaware statutory trust (the “Certificate Issuer”) formed under the Declaration of Trust.
CEI FUNDING LLC, OE FUNDING LLC and TE FUNDING LLC as Bond Issuers as Certificate Trustee as Delaware Trustee, and FIRSTENERGY OHIO PIRB SPECIAL PURPOSE TRUST 2013, as Certificate Issuer FEE AND INDEMNITY AGREEMENT Dated as of June 20, 2013Fee and Indemnity Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Ohio
FEE AND INDEMNITY AGREEMENT dated as of June 20, 2013 (as amended or amended and restated from time to time, the “Agreement”), among U.S. Bank Trust National Association, as Delaware Trustee (the “Delaware Trustee”) under the Amended and Restated Declaration of Trust (the “Declaration of Trust”), dated as of June 20, 2013, CEI Funding LLC, OE Funding LLC and TE Funding LLC, as Bond Issuers (the “Bond Issuers” and individually, a “Bond Issuer”) under the Bond Indentures (the “Bond Indentures”), of even date herewith, FirstEnergy Ohio PIRB Special Purpose Trust 2013, as Certificate Issuer (the “Certificate Issuer” or the “Trust”), and U.S. Bank National Association, as Certificate Trustee (the “Certificate Trustee”) under the Certificate Indenture (the “Certificate Indenture”) of even date herewith. All capitalized terms used herein and not otherwise defined herein shall have the meanings attributed to them in the Certificate Indenture or Bond Indenture, as applicable.
CROSS-INDEMNITY AGREEMENTCross-Indemnity Agreement • June 25th, 2013 • FirstEnergy Ohio PIRB Special Purpose Trust 2013 • Asset-backed securities • Delaware
CROSS INDEMNITY AGREEMENT dated as of June 20, 2013 (the “Agreement”), is entered into between CEI Funding LLC (“CEI Funding”), OE Funding LLC (“OE Funding”) and TE Funding LLC (“TE Funding”). CEI Funding, OE Funding and TE Funding are jointly referred to herein as the “Parties” and each singly as a “Party.”
