Common use of Intangible Transition Charges Adjustments Clause in Contracts

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period and any subsequent Regulatory Periods until a Payment Date occurs, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that (x) the outstanding principal balance of each outstanding Series will equal the amount provided for in the Expected Amortization Schedule therefor and the amount on deposit in the Overcollateralization Subaccount will equal the Calculated Overcollateralization Level, by the next Adjustment Date or the immediately succeeding Payment Date after such Adjustment Date as specified in the Series Supplement therefor or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, taking into account the Available Reserve Amount. (b) On each Calculation Date, the Servicer shall (i) file an Adjustment Request with the PUC for such revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property to remain in effect until the earlier of (A) the effective date of the next Intangible Transition Charges Adjustment with respect to the Transition Bonds, (B) the Expected Final Payment Date for any Series or Class of Transition Bonds and (C) December 31, 2010, (ii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision to such Intangible Transition Charges and (iii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revision.

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period and any subsequent Regulatory Periods until a Payment Date occurs, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that (x) the outstanding principal balance of each outstanding Series will equal the amount provided for in the Expected Amortization Schedule therefor and therefor, the amount on deposit in the Overcollateralization Subaccount will equal the Calculated Overcollateralization Level▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇he Required Capital Amount, by the next Adjustment Date (or the immediately succeeding Payment Date after such Adjustment Date as if specified in the Series Supplement therefor therefor) or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, taking into account the Available Reserve Amount. (b) On each Calculation Date, the Servicer shall (i) file an Adjustment Request with the PUC for such revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property to remain in effect until the earlier of (A) the effective date of the next Intangible Transition Charges Adjustment with respect to the Transition Bonds, (B) the Expected Final Payment Date for any Series or Class of Transition Bonds and (C) December 31[September 25, 20102009], (ii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision to such Intangible Transition Charges and (iii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revision.

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such each Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period calendar year and any each subsequent Regulatory Periods until a Payment Date occurscalendar year, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that that: (xA) the outstanding principal balance of each outstanding Series Transition Bond Balance on the Payment Date immediately preceding the next Adjustment Date will equal the amount provided for Projected Transition Bond Balance as of such date or, with respect to the period in which monthly rate adjustments are utilized, the 25th day of the month (or if such day is not a Business Day, the next following Business Day) immediately preceding the next monthly Adjustment Date, taking into account any amounts on deposit in the Expected Amortization Schedule therefor and Reserve Subaccount, (B) the amount on deposit in the Overcollateralization Subaccount will equal on the Calculated Overcollateralization Level, by Payment Date immediately preceding the next Adjustment Date or the immediately succeeding Payment Date after such Adjustment Date as specified in the Series Supplement therefor or, if earlier with respect to any Series the period in which monthly rate adjustments are utilized, the 25th day of the month (or Class of Transition Bondsif such day is not a Business Day, by the Expected Final Payment Date therefornext following Business Day) immediately preceding the next monthly Adjustment Date, will equal the Scheduled Overcollateralization Level for such date, taking into account amounts on deposit in the Available Reserve AmountSubaccount, (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next Adjustment Date, or, with respect to the period in which monthly rate adjustments are utilized, the 25th day of the month (or if such day is not a Business Day, the next following Business Day) immediately preceding the next monthly Adjustment Date, will equal its required level for such date, taking into account any amounts on deposit in the Reserve Subaccount, and (D) thereafter the ITC Collections will provide for amortization of the remaining outstanding principal amount of each Series in accordance with the Expected Amortization Schedule therefor, payment of interest on each Series when due and deposits to the Overcollateralization Subaccount such that the balance therein will equal the Scheduled Overcollateralization Level on each Payment Date. (b) On each Calculation Date, the Servicer shall take the following actions: (i) file an Adjustment Request The Servicer shall make annual reconciliation filings with the PUC for such revised on October 1 of each year to and including the October 1 2007 Calculation Date. These filings shall include: (A) actual over-collections of Intangible Transition Charges or under-collections of Intangible Transition Charges (collectively, "Over/Under Collections") for the eight months from the beginning of the current calendar year until August 31, (B) an estimate of Over/Under Collections for the four months ending on the immediately following December 31 and (C) forecasts of other items as permitted by the Qualified Rate Order. On December 15, the Servicer shall file actual Over/Under Collection data as of November 30, replacing the estimates submitted on October 1; the December 15 filing shall include a tariff supplement and supporting data setting forth new Intangible Transition Charges to become effective on the next January 1. (ii) The Servicer shall make interim reconciliation filings with the PUC, with respect to the Transferred July 1, 2008 and October 1, 2008 Adjustment Dates, on June 15, 2008 and September 15, 2008, respectively, and on the fifteenth day of the month preceding each monthly Adjustment Date thereafter commencing with the December 15, 2008 Calculation Date, in order to minimize any possible Over/Under Collection of Intangible Transition Property to remain in effect Charges until the earlier of next interim reconciliation adjustment becomes effective. Each such interim adjustment will become effective on the immediately following Adjustment Date. Such interim reconciliation filings will be based upon, inter alia, the cumulative differences between: (A) the effective date amount needed in order to provide for amortization of the next remaining outstanding principal amount of each Series in accordance with the Expected Amortization Schedule therefor, payment of interest on each Series when due, deposits to the Overcollateralization Subaccount such that the balance therein will equal the applicable Scheduled Overcollateralization Level and replenishment of any withdrawals from the Capital Account, and (B) actual remittances of Intangible Transition Charges Adjustment with respect to the Transition BondsTrustee. (c) On each Adjustment Date, the Servicer shall (B) the Expected Final Payment Date for any Series or Class of Transition Bonds and (C) December 31, 2010, (iii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision all adjustments approved by the PUC to such the Intangible Transition Charges and Charges, and (iiiii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revision.adjustments. EXHIBIT A TO SERVICING AGREEMENT The Servicer agrees to comply with the following servicing procedures:

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such each Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period Year and any each subsequent Regulatory Periods until a Payment Date occursYear, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that (x) the outstanding principal balance of each outstanding Series will equal Transition Bond Balance on the amount provided for in the Expected Amortization Schedule therefor and the amount on deposit in the Overcollateralization Subaccount will equal the Calculated Overcollateralization Level, by Payment Date immediately [preceding] the next Adjustment Date or will equal the immediately succeeding Payment Date after Projected Transition Bond Balance as of such Adjustment Date as specified in the Series Supplement therefor date or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, (y) the amount on deposit in the Overcollateralization Subaccount on the Payment Date immediately [preceding] the next Adjustment Date, or if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, will equal the Calculated Overcollateralization Level for such date, taking into account amounts on deposit in the Available Reserve AmountSubaccount and (z) thereafter will provide for amortization of the remaining outstanding principal amount of each Series in accordance with the Expected Amortization Schedule therefor and deposits to the Overcollateralization Subaccount such that the balance therein will equal the Calculated Overcollateralization Level on each Payment Date. (b) On each Calculation Date, the Servicer shall (i) file an Adjustment Request with the PUC for such revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property to remain in effect until the earlier of (A) the effective date of the next Intangible Transition Charges Adjustment with respect to the Transition BondsBonds or, (B) the Expected Final Payment Date for if earlier with respect to any Series or Class of Transition Bonds and (C) December 31Bonds, 2010the Expected Final Payment Date therefor, (ii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision to such Intangible Transition Charges and (iii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revision.

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period and any subsequent Regulatory Periods until a Payment Date occurs, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that (x) the outstanding principal balance of each outstanding Series will equal the amount provided for in the Expected Amortization Schedule therefor and therefor, the amount on deposit in the Overcollateralization Subaccount will equal the Calculated Overcollateralization LevelOver▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇evel and the amount on deposit in the Capital Subaccount will equal the Required Capital Amount, by the next Adjustment Date (or the immediately succeeding Payment Date after such Adjustment Date as if specified in the Series Supplement therefor therefor) or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, taking into account the Available Reserve Amount. (b) On each Calculation Date, the Servicer shall (i) file an Adjustment Request with the PUC for such revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property to remain in effect until the earlier of (A) the effective date of the next Intangible Transition Charges Adjustment with respect to the Transition Bonds, (B) the Expected Final Payment Date for any Series or Class of Transition Bonds and (C) December 31[September 25, 20102009], (ii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision to such Intangible Transition Charges and (iii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revision.

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period and any subsequent Regulatory Periods until a Payment Date occurs, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that (xw) the outstanding principal balance of each outstanding Series will equal the amount provided for in the Expected Amortization Schedule therefor and therefor, (x) the amount on deposit in the Overcollateralization Subaccount will equal the Calculated Overcollateralization Level, (y) the amount on deposit in the Capital Subaccount will equal the Required Capital Amount and (z) the amount on deposit in the Reserve Subaccount will equal zero, in each case by the Payment Date immediately preceding the next Adjustment Date or or, during the immediately succeeding Payment Date after such period when Adjustment Dates occur monthly, the 25th day of the calendar month in which the next Adjustment Date as specified occurs, in the Series Supplement therefor or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, each case taking into account the Available Reserve Amount. (b) On In order to obtain approval of each Calculation Dateannual adjustment as expeditiously as possible, on October 1 of 268 each year the Servicer shall (i) will file an Adjustment Request with the PUC which will include a schedule of actual ITC Collections for such revised the nine months ended August 31, together with an estimate of ITC Collections for the three months ending on the immediately following November 30, and the estimated Intangible Transition Charges for the following year. On December 15, the Servicer will file with respect to the Transferred Intangible Transition Property to remain in effect until PUC a schedule of actual ITC Collections as of November 30, replacing the earlier of (A) estimates submitted on October 1, and the effective date of the next actual Intangible Transition Charges Adjustment with respect to for the Transition Bonds, (B) following year. Interim adjustments beginning twelve months before the Expected Final Payment Date for any of the last Series or Class of the Transition Bonds will not reflect updated assumptions of projected future usage of electricity by customers, expected delinquencies and write-offs and future expenses relating to Intangible Transition Property and the Transition Bonds. Beginning twelve months before the Expected Final Payment Date of the last Series or Class of the Transition Bonds, the PUC will permit each Adjustment Request to become effective within 15 days after filing. The adjustment process will continue until the earlier of the final payment of all Series of Transition Bonds and (C) December 31, 2010, 2008. (iic) The Servicer shall (i) take all reasonable actions and make all reasonable efforts in order to effectuate such revision to such Intangible Transition Charges and (iiiii) promptly send to the Bond Trustee copies of 269 all material notices and documents relating to such revision.

Intangible Transition Charges Adjustments. (a) Prior to ----------------------------------------- each Calculation Date, the Servicer shall calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and (ii) the revised Intangible Transition Charges with respect to the Transferred Intangible Transition Property for the then-current Regulatory Period and any subsequent Regulatory Periods until a Payment Date occurs, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that (xw) the outstanding principal balance of each outstanding Series will equal the amount provided for in the Expected Amortization Schedule therefor and therefor, (x) the amount on deposit in the Overcollateralization Subaccount will equal the [Calculated Overcollateralization Level] [Required Overcollateralization Amount], (y) the amount on deposit in the Capital Subaccount will equal the Required Capital Amount and (z) the amount on deposit in the Reserve Subaccount will equal zero, in each case by the Payment Date immediately preceding the next Adjustment Date or or, during the immediately succeeding Payment Date after such period when Adjustment Dates occur monthly, the [ ]th day of the calendar month in which the next Adjustment Date as specified occurs, in the Series Supplement therefor or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, each case taking into account the Available Reserve Amount. (b) On In order to obtain approval of each Calculation Dateannual adjustment as expeditiously as possible, on October 1 of each year the Servicer shall (i) will file an Adjustment Request with the PUC which will include a schedule of actual ITC Collections for such revised the nine months ended August 31, together with an estimate of ITC Collections for the three months ending on the immediately following [ ], and the estimated Intangible Transition Charges for the following year. On [ ], the Servicer will file with respect to the Transferred Intangible Transition Property to remain in effect until PUC a schedule of actual ITC Collections as of [ ], replacing the earlier of (A) estimates submitted on October 1, and the effective date of the next actual Intangible Transition Charges Adjustment with respect to for the Transition Bonds, (B) following year. Interim adjustments beginning twelve months before the Expected Final Payment Date for any of the last Series or Class of the Transition Bonds will not reflect updated assumptions of projected future usage of electricity by customers, expected delinquencies and write-offs and future expenses relating to Intangible Transition Property and the Transition Bonds. Beginning twelve months before the Expected Final Payment Date of the last Series or Class of the Transition Bonds, the PUC will permit each Adjustment Request to become effective within 15 days after filing. The adjustment process will continue until the earlier of the final payment of all Series of Transition Bonds and [ ]. (Cc) December 31, 2010, The Servicer shall (iii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision to such Intangible Transition Charges and (iiiii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revisionsuch.

Intangible Transition Charges Adjustments. (a) Prior to each Calculation Date, the Servicer shall calculate calculate (i) the Transition Bond Balance as of the Payment Date immediately preceding such each Calculation Date (a written copy of which shall be delivered by the Servicer to the Bond Trustee within five days following such Calculation Date) and and (ii) the revised Intangible Transition Charges with respect to the Transferred Serviced Intangible Transition Property for the then-current Regulatory Period calendar year and any each subsequent Regulatory Periods until a Payment Date occursCalendar year, such that the Servicer projects that ITC Collections therefrom allocable to the First Issuer will be sufficient so that that: (xA) the outstanding principal balance of each outstanding Series will equal Transition Bond Balance on the amount provided for in the Expected Amortization Schedule therefor and the amount on deposit in the Overcollateralization Subaccount will equal the Calculated Overcollateralization Level, by Payment Date immediately preceding the next Adjustment Date or will equal the immediately succeeding Payment Date after Projected Transition Bond Balance as of such Adjustment Date as specified in the Series Supplement therefor date or, if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, taking into account any amounts on deposit in the Available Reserve AmountSubaccount, (B) the amount on deposit in the Overcollateralization Subaccount on the Payment Date immediately preceding the next Adjustment Date, or if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, will equal the Calculated Overcollateralization Level for such date, taking into account amounts on deposit in the Reserve Subaccount, (C) the amount on deposit in the Capital Subaccount on the Payment Date immediately preceding the next Adjustment Date, or if earlier with respect to any Series or Class of Transition Bonds, by the Expected Final Payment Date therefor, will equal its required level for such date, taking into account any amounts on deposit in the Reserve Subaccount, and (D) thereafter the ITC Collections will provide for amortization of the remaining outstanding principal amount of each Series in accordance with the Expected Amortization Schedule therefor, payment of interest on each Series when due and deposits to the Overcollateralization Subaccount such that the balance therein will equal the Calculated Overcollateralization Level on each Payment Date. (b) On each Calculation Date, the Servicer shall take the following actions: (i) file an Adjustment Request For each Calculation Date, except for those Calculation Dates commencing twelve months prior to the last scheduled date for the payment of principal on each Series of Transition Bonds, the Servicer shall make annual reconciliation filings with the PUC for such revised on October 1 of each year. These filings shall include: (A) actual over-collections of Intangible Transition Charges with respect or under-collections of Intangible Transition Charges (collectively, "Over/Under Collections") for the eight months from the beginning of the current calendar year until August 31, (B) an estimate of Over/Under Collections for the four months ending on the immediately following December 31 and (C) forecasts of other items as permitted by the Qualified Rate Order. On December 15, the Servicer shall file actual Over/Under Collection data as of November 30, replacing the estimates submitted on October 1; the December 15 filing shall include a tariff supplement and supporting data setting forth new Intangible Transition Charges to become effective on the next January 1. (ii) Commencing twelve months prior to the Transferred last scheduled date for the payment of principal on each Series of Transition Bonds, the Servicer shall have the right at its option to make interim reconciliation filings as often as monthly in order to minimize any possible Over/Under Collection of Intangible Transition Property to remain in effect Charges until the earlier next interim reconciliation adjustment becomes effective; these interim adjustments, which may be monthly or quarterly as determined by the Servicer after consultation with the Rating Agencies, will become effective on the first day of the next calendar month, with not less than fifteen days notice. Such interim reconciliation filings will be based upon, inter alia, the cumulative differences between: (A) the effective date amount needed in order to provide for amortization of the next remaining outstanding principal amount of each Series in accordance with the Expected Amortization Schedule therefor, payment of interest on each Series when due, deposits to the Overcollateralization Subaccount such that the balance therein will equal the Calculated Overcollateralization Level on each Payment Date and replenishment of any withdrawals from the Capital Account, and (B) actual remittances of Intangible Transition Charges Adjustment with respect to the Transition BondsTrustee. (c) On each Adjustment Date, the Servicer shall (B) the Expected Final Payment Date for any Series or Class of Transition Bonds and (C) December 31, 2010, (iii) take all reasonable actions and make all reasonable efforts in order to effectuate such revision all adjustments approved by the PUC to such the Intangible Transition Charges and Charges, and (iiiii) promptly send to the Bond Trustee copies of all material notices and documents relating to such revisionadjustments.