Common use of Terms of the Bonds Clause in Contracts

Terms of the Bonds. There is hereby created and established a separate series of Securities designated "Waterford 3 Secured Lease Obligation Bonds, 8.09% Series due 2017" (the "Bonds"). The Bonds shall be issued in the aggregate principal amount, shall bear interest at the rate per annum and shall have the Stated Maturity of principal set forth below: Original Interest Final Principal Amount Rate Maturity ----------------- --------- -------- Bonds $307,632,000 8.09% January 2, 2017 The Bonds shall be substantially in the form of Exhibit A hereto. The interest on the Bonds shall be due and payable as and from the most recent interest payment date to which interest has been paid or duly provided for or, with respect to any Bond issued prior to the first interest payment date, the date of original issuance thereof, semiannually on January 2 and July 2 in each year (commencing January 2, 1998), until the principal amount of the Bonds is paid in full or duly provided for. Payment of the principal of and premium, if any, and interest on each Bond shall be made to the Holder thereof upon presentation and surrender thereof at the corporate trust office of any Paying Agent, except that (i) payments of interest and Installment Payment Amounts on such Bonds, other than such amounts payable on the Stated Maturity thereof, shall be made without presentation or surrender thereof, by check drawn upon the Paying Agent and mailed to the address of the Holder of such Bond at the close of business on the Regular Record Date for such payment (except as provided in Section 2.16 of the Original Indenture in the case of a defaulted interest or Installment Payment Amount payment) as such address shall appear in the Security Register, and (ii) if such Holder shall be a securities depositary, such payment may be made by such other means in lieu of check as shall be agreed upon by ELI, the Trustee and such Holder.

Terms of the Bonds. There is hereby created and established a separate series of Securities designated "Waterford 3 Secured Lease Obligation Bonds, 8.09% Series due 2017" (the "Bonds"). The Bonds shall be issued in the aggregate principal amount, shall bear interest at the rate per annum and shall have the Stated Maturity of principal set forth below: Original Interest Final Principal Amount Rate Maturity ----------------- --------- -------- Bonds $307,632,000 8.09% January 2, 2017 The Bonds shall be substantially in the form of Exhibit A hereto. The interest on the Bonds shall be due and payable as and from the most recent interest payment date to which interest has been paid or duly provided for or, with respect to any Bond issued prior to the first interest payment date, the date of original issuance thereof, semiannually on January 2 and July 2 in each year (commencing January 2, 1998), until the principal amount of the Bonds is paid in full or duly provided for. Payment of the principal of and premium, if any, and interest on each Bond shall be made to the Holder thereof upon presentation and surrender thereof at the corporate trust office of any Paying Agent, except that (i) payments of interest and Installment Payment Amounts on such Bonds, other than such amounts payable on the Stated Maturity thereof, shall be made without presentation or surrender thereof, by check drawn upon the Paying Agent and mailed to the address of the Holder of such Bond at the close of business on the Regular Record Date for such payment (except as provided in Section 2.16 of the Original Indenture in the case of a defaulted interest or Installment Payment Amount payment) as such address shall appear in the Security Register, and (ii) if such Holder shall be a securities depositary, such payment may be made by such other means in lieu of check as shall be agreed upon by ELIXXX, the Trustee and such Holder.

Terms of the Bonds. There is hereby created and established a separate series of Securities designated "Waterford 3 Secured Lease Obligation Bonds, 8.09% Series due 2017" (the "Bonds"). The Bonds shall be issued in fully registered form with- out coupons in denominations of $5,000 or any integral multiple thereof, so long as no Bond shall have more than one maturity date. The Bonds shall mature on May 1 in each of the aggregate principal amountyears and in the amounts, and shall bear interest (calculated on the basis of a 360-day year of twelve 30-day months) at the rate per annum and shall have the Stated rates, as follows: Maturity of principal set forth below: Original Date Principal Interest Final Principal (May 1) Amount Rate Maturity ----------------- --------- -------- Bonds $307,632,000 8.09% January 2, 2017 The Bonds shall be substantially in the form of Exhibit A hereto. The interest Interest on the Bonds shall be due and payable semiannually on each Interest Payment Date, to the person whose name appears on the Registration Books as and from the most recent Owner thereof as of the Record Date immediately preceding each such Interest Payment Date, such interest to be paid by check of the Trustee mailed on such Interest Payment Date by first class mail to the Owners at the re- spective addresses of such Owners as they appear on the Registration Books; provided however, that payment date of interest may be by wire transfer in immediately available funds to which interest has been paid or duly provided for or, with respect an account in the United States of America to any Bond issued prior to Owner of Bonds in the first interest payment date, the date of original issuance thereof, semiannually on January 2 and July 2 in each year (commencing January 2, 1998), until the aggregate principal amount of $1,000,000 or more who shall furnish written wire instructions to the Bonds is Trustee at least five (5) days before the applicable Record Date. Principal of any Bond and any premium upon redemption shall be paid in full or duly provided for. Payment by check of the principal of and premium, if any, and interest on each Bond shall be made to the Holder thereof Trustee upon presentation and surrender thereof at the corporate trust office of any Paying Agent, except that (i) payments of interest and Installment Payment Amounts on such Bonds, other than such amounts payable on the Stated Maturity thereof, shall be made without presentation or surrender thereof, by check drawn upon the Paying Agent and mailed to the address Office of the Holder of such Bond at the close of business on the Regular Record Date for such payment (Trustee, except as provided in Section 2.16 2.04. Principal of and interest and premium (if any) on the Bonds shall be payable in lawful money of the Original Indenture in the case United States of a defaulted interest or Installment Payment Amount payment) as such address shall appear in the Security Register, and (ii) if such Holder America. Each Bond shall be dated as of the Closing Date and shall bear interest from the Interest Payment Date next preceding the date of authentication thereof, unless (a) it is authenticated after a securities depositaryRecord Date and on or before the following Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (b) unless it is authenticated on or before April 15, 2022, in which event it shall bear interest from the Closing Date; provided, however, that if, as of the date of authentication of any Bond, interest thereon is in default, such Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment may be made by such other means in lieu of check as shall be agreed upon by ELI, the Trustee and such Holderthereon.

Terms of the Bonds. There is hereby created and established a separate series of Securities designated "Waterford 3 Secured Lease Obligation Bonds, 8.09% Series due 2017" (the "Bonds"). The Bonds shall be issued in fully registered form without coupons in denominations of $5,000 or any integral multiple thereof, so long as no Bond shall have more than one maturity date. The Bonds shall be dated as of their date of delivery, shall mature on August 1 in each of the aggregate principal amountyears and in the amounts, and shall bear interest at the rate per annum and shall have the Stated rates, as follows: Maturity of principal set forth below: Original Interest Final Date (August 1) Principal Amount Interest Rate Maturity ----------------- --------- -------- Bonds $307,632,000 8.09% January 2, 2017 The Bonds shall be substantially in the form of Exhibit A hereto. The interest Date (August 1) Principal Amount Interest Rate Interest on the Bonds shall be due and payable on each Interest Payment Date to the person whose name appears on the Bond Registration Books as and from the most recent Owner thereof as of the Record Date immediately preceding each such Interest Payment Date, such interest payment date to which interest has been be paid or duly provided for on such Interest Payment Date by check or, with respect to at the option of any Bond issued Owner of at least $1,000,000 aggregate principal amount of Bonds and upon written notice received by the Trustee prior to the first interest Record Date, by wire transfer, at the Owner’s address as it appears on the Bond Registration Books or to such account as shall have been identified by the Owner in the notice requesting payment date, the date of original issuance thereof, semiannually by wire transfer. Interest on January 2 and July 2 in each year (commencing January 2, 1998), until the principal amount of the Bonds is paid in full or duly provided forshall be computed on the basis of a year consisting of 360 days and twelve 30-day months. Payment of the principal Principal of and premium, premium (if any, and interest ) on each any Bond shall be made to the Holder thereof paid upon presentation and surrender thereof at the corporate trust office Trust Office of the Trustee. Both the principal of and interest and premium (if any) on the Bonds shall be payable in lawful money of the United States of America. Each Bond shall bear interest from the Interest Payment Date next preceding the authentication thereof, unless (a) it is authenticated after a Record Date and on or before the following Interest Payment Date, in which event it shall bear interest from such Interest Payment Date; or (b) it is authenticated on or before 15, 20 , in which event it shall bear interest from its date of delivery; provided, however, that if, as of the date of authentication of any Paying AgentBond, except that (i) payments of interest and Installment thereon is in default, such Bond shall bear interest from the Interest Payment Amounts Date to which interest has previously been paid or made available for payment thereon. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Owner on such Bonds, other than such amounts payable on the Stated Maturity thereof, Record Date and shall be made without presentation or surrender thereof, by check drawn upon the Paying Agent and mailed paid to the address of person in whose name the Holder of such Bond is registered at the close of business on the Regular a Special Record Date for the payment of such payment defaulted interest to be fixed by the Trustee, notice whereof being given to the Owners not less than ten (except 10) days prior to such Special Record Date. The Bonds shall be subject to redemption as provided in Section 2.16 of the Original Indenture in the case of a defaulted interest or Installment Payment Amount payment) as such address shall appear in the Security Register, and (ii) if such Holder shall be a securities depositary, such payment may be made by such other means in lieu of check as shall be agreed upon by ELI, the Trustee and such HolderArticle IV.