Electric services Sample Contracts

Union Electric CoJanuary 1, 2021 (February 22nd, 2021)

THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2021 Performance Share Unit Awards ("Notice"), represents the grant of Performance Share Units by Ameren Corporation (“Ameren”), to the Participant set forth in the Notice, pursuant to the provisions of the Ameren Corporation 2014 Omnibus Incentive Compensation Plan, as it may be amended from time to time (the “Plan”). The Notice is included in and made part of this Agreement.

Union Electric CoJanuary 1, 2021 (February 22nd, 2021)

THIS AGREEMENT, effective as of the Grant Date set forth in the Notice of 2021 Restricted Stock Unit Award ("Notice"), represents the grant of Restricted Stock Units by Ameren Corporation (“Ameren”) to the Participant set forth in the Notice, pursuant to the provisions of the Ameren Corporation 2014 Omnibus Incentive Compensation Plan, as it may be amended from time to time (the “Plan”). The Notice is included in and made part of this Agreement.

Portland General Electric Co /Or/OFFICERS’ AND KEY EMPLOYEES’ RESTRICTED STOCK UNIT AGREEMENT (February 19th, 2021)
SCE Recovery Funding LLCSERIES SUPPLEMENT (February 19th, 2021)

This SERIES SUPPLEMENT, dated as of February 24, 2021 (this “Supplement”), 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 (“BANK”), in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the Secured Parties under the Indenture dated as of February 24, 2021, by and between the Issuer and the Bank, in its capacity as Indenture Trustee and in its separate capacity as a securities intermediary (the “Indenture”).

SCE Recovery Funding LLCRECOVERY PROPERTY PURCHASE AND SALE AGREEMENT by and between SCE RECOVERY FUNDING LLC, as Issuer and SOUTHERN CALIFORNIA EDISON COMPANY, as Seller Dated as of February 24, 2021 (February 19th, 2021)

This RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT, dated as of February 24, 2021 (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”).

SCE Recovery Funding LLCSCE Recovery Funding LLC SOUTHERN CALIFORNIA EDISON COMPANY $337,783,000 SENIOR SECURED RECOVERY BONDS UNDERWRITING AGREEMENT (February 19th, 2021)
SCE Recovery Funding LLCADMINISTRATION AGREEMENT (February 19th, 2021)

This ADMINISTRATION AGREEMENT, dated as of February 24, 2021 (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).

SCE Recovery Funding LLCSCE 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 February 24, 2021 (February 19th, 2021)

This INDENTURE, dated as of February 24, 2021 (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”).

SCE Recovery Funding LLCRECOVERY PROPERTY SERVICING AGREEMENT by and between SCE RECOVERY FUNDING LLC, as Issuer and SOUTHERN CALIFORNIA EDISON COMPANY, as Servicer Dated as of February 24, 2021 (February 19th, 2021)

This RECOVERY PROPERTY SERVICING AGREEMENT, dated as of February 24, 2021 (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”).

Portland General Electric Co /Or/OFFICERS’ AND KEY EMPLOYEES’ RESTRICTED STOCK UNIT AGREEMENT (February 19th, 2021)

Except as otherwise provided in this Agreement, provided that the Grantee remains in the continuous employment or in the service of the Company or its subsidiaries or Affiliates, the Grantee shall become vested in one third of the Restricted Stock Units on the first anniversary of the Vesting Reference Date, one third of the Restricted Stock Units on the second anniversary of the Vesting Reference Date, and one third of the Restricted Stock Units on the third anniversary of the Vesting Reference Date (the “Final Vesting Date”). For purposes of this Agreement, the “Vesting Reference Date” means February 14, 2021.

Oge Energy Corp.SUPPORT AGREEMENT (February 18th, 2021)

THIS SUPPORT AGREEMENT, dated as of February 16, 2021 (this “Agreement”), is entered into by and among Energy Transfer LP, a Delaware limited partnership (“Parent”), Elk Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), Elk GP Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“GP Merger Sub” and, together with Parent and Merger Sub, the “Parent Parties”), Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and Enable GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner” and, together with the Partnership, the “Partnership Parties”), and OGE Energy Corp., an Oklahoma corporation (the “Unitholder”).

Southern Power CoAMENDED AND RESTATED DEFERRED STOCK TRUST AGREEMENT FOR DIRECTORS OF THE SOUTHERN COMPANY AND ITS SUBSIDIARIES (February 18th, 2021)

This amended and restated Grantor Trust Agreement (“Trust” or the “Trust Agreement”) is entered into this 10th day of December, 2020 and effective the 16th day of December, 2020 by and between The Southern Company (“the Company”), as Grantor, Wells Fargo Bank, National Association, appointed by Company as successor trustee to Reliance Trust Company (the “Trustee”), and the Employers (as herein defined) listed on Attachment A to this Trust Agreement (the Company, the Trustee and the Employers shall be collectively referred to herein as the “Parties”). This Trust Agreement is an amendment and restatement of the Deferred Stock Trust Agreement for Directors of Southern Company and its Subsidiaries amended and restated effective September 1, 2001, as further amended (the “Predecessor Trust Agreement”) and supersedes such Predecessor Trust Agreement.

Southern Power CoAMENDED AND RESTATED DEFERRED CASH COMPENSATION TRUST AGREEMENT FOR DIRECTORS OF THE SOUTHERN COMPANY AND ITS SUBSIDIARIES (February 18th, 2021)

This amended and restated Grantor Trust Agreement (“Trust” or the “Trust Agreement”) is entered into this 10th day of December, 2020 and effective the 16th day of December, 2020 by and between The Southern Company (“the Company”), as Grantor, Wells Fargo Bank, National Association (the “Trustee”), and the Employers (as herein defined) listed on Attachment A to this Trust Agreement (the Company, the Trustee and the Employers shall be collectively referred to herein as the “Parties”). This Trust Agreement is an amendment and restatement of the Deferred Cash Compensation Trust Agreement for Directors of Southern Company and its Subsidiaries amended and restated effective September 1, 2001, as further amended (the “Predecessor Trust Agreement”) and supersedes such Predecessor Trust Agreement.

Firstenergy CorpAMENDMENT NO. 3 TO CREDIT AGREEMENT (February 18th, 2021)

This AMENDMENT NO. 3, dated as of January 15, 2021 (this “Amendment”), to the Existing Credit Agreement referred to below, is entered into by and among FirstEnergy Transmission, LLC (“FET”), American Transmission Systems, Incorporated (“ATSI”), Mid-Atlantic Interstate Transmission, LLC (“MAIT”) and Trans-Allegheny Interstate Line Company (“TrAILCo”, and together with FET, ATSI and MAIT, the “Borrowers”), each of the Lenders (as defined in the Existing Credit Agreement) party hereto, PNC Bank, National Association (“PNC”), as Administrative Agent (in such capacity, the “Administrative Agent”) for the Lenders, and each of the Fronting Banks (as defined in the Existing Credit Agreement) party hereto.

Firstenergy CorpAMENDMENT NO. 3 TO CREDIT AGREEMENT (February 18th, 2021)

This AMENDMENT NO. 3, dated as of January 15, 2021 (this “Amendment”), to the Existing Credit Agreement referred to below, is entered into by and among FirstEnergy Corp. (“FE”), The Cleveland Electric Illuminating Company (“CEI”), Metropolitan Edison Company (“Met-Ed”), Ohio Edison Company (“OE”), Pennsylvania Power Company (“Penn”), The Toledo Edison Company (“TE”), Jersey Central Power & Light Company (“JCP&L”), Monongahela Power Company (“MP”), Pennsylvania Electric Company (“Penelec”), The Potomac Edison Company (“PE”) and West Penn Power Company (“West-Penn”, and together with FE, CEI, Met-Ed, OE, Penn, TE, JCP&L, MP, Penelec and PE, the “Borrowers”), each of the Lenders (as defined in the Existing Credit Agreement) party hereto, Mizuho Bank, Ltd. (“Mizuho”), as Administrative Agent (in such capacity, the “Administrative Agent”) for the Lenders, each of the Fronting Banks (as defined in the Existing Credit Agreement) party hereto, and Mizuho, as a Swing Line Lender (as defined in

Centerpoint Energy IncFORM OF REGISTRATION RIGHTS AGREEMENT (February 17th, 2021)

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ 🌑 ], 2021, is entered into by and among Energy Transfer LP, a Delaware limited partnership (the “Parent”), and certain unitholders of Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), as set forth on Schedule I hereto (collectively, the “Holders” and each, individually, a “Holder”). Each party to this Agreement is sometimes referred to individually in this Agreement as a “Party” and all of the parties to this Agreement are sometimes collectively referred to in this Agreement as the “Parties.”

Centerpoint Energy IncSUPPORT AGREEMENT (February 17th, 2021)

THIS SUPPORT AGREEMENT, dated as of February 16, 2021 (this “Agreement”), is entered into by and among Energy Transfer LP, a Delaware limited partnership (“Parent”), Elk Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), Elk GP Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“GP Merger Sub” and, together with Parent and Merger Sub, the “Parent Parties”), Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and Enable GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner” and, together with the Partnership, the “Partnership Parties”), and CenterPoint Energy, Inc., a Texas corporation (the “Unitholder”).

Public Service Co of New HampshireCREDIT AGREEMENT dated as of October 21, 2020 by and among EVERSOURCE ENERGY, (February 17th, 2021)

Schedules to Credit Agreement: Schedule 2.01 Revolving Commitments and Applicable Percentages Schedule 6.11 Tax Sharing Agreements Schedule 6.13 Subsidiaries Schedule 6.18 Taxpayer and Organizational Identification Numbers; Legal Name; State of Formation; Principal Place of Business Schedule 8.01 Liens Existing on the Closing Date Schedule 11.02 Certain Addresses for Notices Exhibits to Credit Agreement: Exhibit 2.02(a) [Form of] Revolving Loan Notice Exhibit 2.04(b) [Form of] Swing Line Loan Notice Exhibit 2.05 [Form of] Prepayment Notice Exhibit 2.06(b) [Form of] Term Out Option Exercise Notice Exhibits 2.11(a)–1 [Forms of] Revolving / Term Out Note Exhibit 2.11(a)–2 [Form of] Swing Line Note Exhibit 3.01(e)–1-4 [Form of] U.S. Tax Compliance Certificates Exhibit 7.02(a) [Form of] Compliance Certificate Exhibit 11.06(b) [Form of] Assignment and Assumption

Florida Power & Light CoFLORIDA POWER & LIGHT COMPANY (SUCCESSOR TO GULF POWER COMPANY) TO WELLS FARGO BANK, NATIONAL ASSOCIATION AS SUCCESSOR TRUSTEE TO THE BANK OF NEW YORK MELLON (SUCCESSOR TO JPMORGAN CHASE BANK, N.A. (FORMERLY KNOWN AS THE CHASE MANHATTAN BANK)) ... (February 12th, 2021)

THIS TWENTY-THIRD SUPPLEMENTAL INDENTURE is dated as of January 1, 2021, made by and between FLORIDA POWER & LIGHT COMPANY, a corporation of the State of Florida (hereinafter sometimes called the “Company”), whose post office address is 700 Universe Boulevard, Juno Beach, Florida 33408, as successor to GULF POWER COMPANY, a corporation of the State of Florida (hereinafter sometimes called the “Original Company”), whose post office address is One Energy Place, Pensacola, Florida 32520-0001, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, whose post office address is 150 East 42nd Street, 40th floor, New York, New York 10017, as Trustee (the “Trustee”);

Brookfield Renewable Partners L.P.UNDERWRITING AGREEMENT (February 12th, 2021)

Re: Secondary Offering of 15,000,000 Class A Exchangeable Subordinate Voting Shares of Brookfield Renewable Corporation by Brookfield Investments Corporation, BPY Holdings Inc., BPY Canada Investor Inc., Brookfield International Limited, Brookfield Holdings (Alberta) Limited and Brookfield Financial Real Estate Holdings Inc.

ITC Holdings Corp.EIGHTH AMENDED & RESTATED BYLAWS OF ITC HOLDINGS CORP. Reference is made to the Agreement and Plan of Merger (as assigned, the “Merger Agreement”) dated February 9, 2016 by and among FortisUS Inc. (“FortisUS”), a Delaware corporation, Fortis Inc., a ... (February 12th, 2021)
Tennessee Valley AuthoritySECOND AMENDMENT TO DECEMBER MATURITY COMMUNITY BANK CREDIT AGREEMENT (February 12th, 2021)

THIS SECOND AMENDMENT TO DECEMBER MATURITY COMMUNITY BANK CREDIT AGREEMENT (this “Amendment”), is made and entered into as of February 9, 2021, by and among TENNESSEE VALLEY AUTHORITY, a wholly-owned corporate agency and instrumentality of the United States (the “Borrower”), the several banks and other financial institutions from time to time party hereto (collectively, the “Lenders”) and TRUIST BANK (as successor by merger to SUNTRUST BANK), in its capacity as Administrative Agent for the Lenders (the “Administrative Agent”). Capitalized terms used, but not defined, in this Amendment shall have the meanings ascribed in the Credit Agreement (as defined below).

Fortis Inc.Amended and Restated Shareholders’ Agreement (February 12th, 2021)

This AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is dated as of January 28, 2021, by and among ITC Investment Holdings Inc., a Michigan corporation (“ITC Investments”), ITC Holdings Corp., a Michigan corporation (“ITC”), FortisUS Inc., a Delaware corporation (“FortisUS”), Eiffel Investment Pte Ltd, a Singapore private limited company (“Investor”), and any other Person that becomes a Shareholder pursuant hereto.

Clearway Energy, Inc.EIGHTH SUPPLEMENTAL INDENTURE (February 5th, 2021)

EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Delaware Trust Company (as successor in interest to Law Debenture Trust Company of New York), as trustee under the Indenture referred to below (the “Trustee”).

Clearway Energy, Inc.TWELFTH SUPPLEMENTAL INDENTURE (February 5th, 2021)

TWELFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Delaware Trust Company, as trustee under the Indenture referred to below (the “Trustee”).

Clearway Energy LLCEIGHTH SUPPLEMENTAL INDENTURE (February 5th, 2021)

EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Delaware Trust Company (as successor in interest to Law Debenture Trust Company of New York), as trustee under the Indenture referred to below (the “Trustee”).

Clearway Energy LLCSIXTEENTH SUPPLEMENTAL INDENTURE (February 5th, 2021)

SIXTEENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Delaware Trust Company (as successor in interest to Law Debenture Trust Company of New York), as trustee under the Indenture referred to below (the “Trustee”).

Clearway Energy LLCTWELFTH SUPPLEMENTAL INDENTURE (February 5th, 2021)

TWELFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Delaware Trust Company, as trustee under the Indenture referred to below (the “Trustee”).

Clearway Energy, Inc.SIXTEENTH SUPPLEMENTAL INDENTURE (February 5th, 2021)

SIXTEENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Delaware Trust Company (as successor in interest to Law Debenture Trust Company of New York), as trustee under the Indenture referred to below (the “Trustee”).

SCE Recovery Funding LLCRECOVERY PROPERTY PURCHASE AND SALE AGREEMENT by and between SCE RECOVERY FUNDING LLC, as Issuer and SOUTHERN CALIFORNIA EDISON COMPANY, as Seller Dated as of [ ], 2021 (February 4th, 2021)

This RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT, dated as of [ ], 2021 (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”).

Centerpoint Energy Resources CorpAMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 4, 2021 Among CENTERPOINT ENERGY, INC., as Borrower, THE BANKS PARTIES HERETO, MIZUHO BANK, LTD., WELLS FARGO BANK, NATIONAL ASSOCIATION, and BANK OF AMERICA, N.A. as Co- Syndication Agents, ... (February 4th, 2021)

This AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 4, 2021 (this “Agreement”), among CENTERPOINT ENERGY, INC., a Texas corporation (the “Borrower”), the banks and other financial institutions from time to time parties hereto (individually, a “Bank” and, collectively, the “Banks”), MIZUHO BANK, LTD., WELLS FARGO BANK, NATIONAL ASSOCIATION and BANK OF AMERICA, N.A., as co-syndication agents (in such capacities, the “Co-Syndication Agents”), CITIBANK, N.A., MUFG BANK, LTD., RBC CAPITAL MARKETS2 and BARCLAYS BANK PLC, as co-documentation agents (in such capacities, the “Co-Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, together with any successors thereto in such capacity, the “Administrative Agent”).

Centerpoint Energy Resources CorpAMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 4, 2021 Among CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC, as Borrower, THE BANKS PARTIES HERETO, JPMORGAN CHASE BANK, N.A., WELLS FARGO BANK, NATIONAL ASSOCIATION, and BANK OF AMERICA, N.A., as ... (February 4th, 2021)

This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of February 4, 2021, among CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC, a Texas limited liability company (the “Borrower”), the banks and other financial institutions from time to time parties hereto (individually, a “Bank” and, collectively, the “Banks”), JPMORGAN CHASE BANK, N.A., WELLS FARGO BANK, NATIONAL ASSOCIATION and BANK OF AMERICA, N.A., as co-syndication agents (in such capacities, the “Co-Syndication Agents”), CITIBANK, N.A., MUFG BANK, LTD., RBC CAPITAL MARKETS2 and BARCLAYS BANK PLC, as co-documentation agents (in such capacities, the “Co-Documentation Agents”), and MIZUHO BANK, LTD., as administrative agent (in such capacity, together with any successors thereto in such capacity, the “Administrative Agent”).

SCE Recovery Funding LLCRECOVERY PROPERTY SERVICING AGREEMENT by and between SCE RECOVERY FUNDING LLC, as Issuer and SOUTHERN CALIFORNIA EDISON COMPANY, as Servicer Dated as of [ ], 2021 (February 4th, 2021)

This RECOVERY PROPERTY SERVICING AGREEMENT, dated as of [ ], 2021 (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 LLCADMINISTRATION AGREEMENT (February 4th, 2021)

This ADMINISTRATION AGREEMENT, dated as of [ ], 2021 (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).

SCE Recovery Funding LLCSCE 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 [ ], 2021 (February 4th, 2021)

This INDENTURE, dated as of [_____], 2021 (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”).