0001193125-23-095335 Sample Contracts

ADMINISTRATION AGREEMENT
Administration Agreement • April 7th, 2023 • SCE Recovery Funding LLC • Electric services • California

This ADMINISTRATION AGREEMENT, dated as of , 2023 (this “Administration Agreement”), by and between SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation (“SCE”), as administrator (in such capacity, the “Administrator”), and SCE RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms used but not otherwise defined herein shall have the meanings specified in Appendix A attached to the Indenture (as defined below).

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RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT by and between SCE RECOVERY FUNDING LLC, as Issuer and SOUTHERN CALIFORNIA EDISON COMPANY, as Seller Dated as of , 2023
Recovery Property Purchase and Sale Agreement • April 7th, 2023 • SCE Recovery Funding LLC • Electric services • California

This RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT, dated as of , 2023 (this “Agreement”), is between SCE RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”), and SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation (together with its successors in interest to the extent permitted hereunder, the “Seller”).

RECOVERY PROPERTY SERVICING AGREEMENT by and between SCE RECOVERY FUNDING LLC, as Issuer and SOUTHERN CALIFORNIA EDISON COMPANY, as Servicer Dated as of , 2023
Recovery Property Servicing Agreement • April 7th, 2023 • SCE Recovery Funding LLC • Electric services • California

This RECOVERY PROPERTY SERVICING AGREEMENT, dated as of , 2023 (this “Agreement”), by and between SCE RECOVERY FUNDING LLC, a Delaware limited liability company, as issuer (the “Issuer”), and SOUTHERN CALIFORNIA EDISON COMPANY (“SCE”), a California corporation, as servicer (the “Servicer”).

SCE Recovery Funding LLC SOUTHERN CALIFORNIA EDISON COMPANY $[ ] SENIOR SECURED RECOVERY BONDS, SERIES 2023-A UNDERWRITING AGREEMENT
Underwriting Agreement • April 7th, 2023 • SCE Recovery Funding LLC • Electric services • New York
SCE RECOVERY FUNDING LLC, as Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee and Securities Intermediary INDENTURE Dated as of , 2023
Section    Indenture • April 7th, 2023 • SCE Recovery Funding LLC • Electric services • California

This INDENTURE, dated as of , 2023 (this “Indenture”), by and between SCE RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the Secured Parties (as defined herein) and in its separate capacity as a securities intermediary and account bank (the “Securities Intermediary”).

INTERCREDITOR AGREEMENT
Agreement • April 7th, 2023 • SCE Recovery Funding LLC • Electric services • California

This AGREEMENT (this “Agreement”) dated as of , 2023 by and among, SCE Recovery Funding LLC, a Delaware limited liability company (the “Issuer”), The Bank of New York Mellon Trust Company, N.A., a national banking association, in its capacity as indenture trustee (including any successor in such capacity, the “Initial Trustee”) under the Initial Indenture referred to below, Southern California Edison Company, in its capacity as the seller and initial servicer of the Initial Recovery Property referred to below (including any successor in such capacity, the “Initial Seller” and “Initial Servicer”, respectively), The Bank of New York Mellon Trust Company, N.A., a national banking association, in its capacity as indenture trustee (including any successor in such capacity, the “Second Trustee”, under the Second Indenture referred to below, and Southern California Edison Company, in its capacity as the seller and initial servicer of the Second Recovery Property referred to below (including a

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