Exhibit 4.10

 

Executed in75 Counterpartsof which this isCounterpart No. ___

 

 

 

IDAHO POWER COMPANY

TO

DEUTSCHE BANK TRUST COMPANY AMERICAS

AND

STANLEY BURG,

AsTrustees under its Mortgage and Deed of Trust dated as of October 1, 1937.

_______________

Forty-fifth Supplemental IndentureDated as of February 1, 2010

 

 

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TABLE OF CONTENTS1
|                                                                     | Page   |
|--------------------------------------------------------------------------|--------|
| Parties and Recitals                                                     | 1      |
| Granting Clause and Property  Description                                | 4      |
| ARTICLE I                                                                |   |
| Section 1. Maximum amount of obligations to be secured by  the Indenture | 7      |
| ARTICLE II Covenants                                                     |   |
| Section 2. Application of Original Indenture                             | 7      |
| Section 3. Lawful ownership                                              | 7      |
| Section 4. Annual certificate as to defaults                             | 7      |
| ARTICLE III The Trustees                                                 |   |
| Acceptance of trust                                                      | 8      |
| Recitals deemed made by the Company                                      | 8      |
| ARTICLE IV Miscellaneous Provisions                                      |   |
| Meanings of terms                                                        | 8      |
| Ratification and Confirmation                                            | 8      |
| Counterparts                                                             | 8      |
|                                                                     |   |
| Testimonium                                                              | 9      |
| Signatures and seals                                                     | 9      |
| Acknowledgments                                                          | 11     |
| Affidavits                                                               | 14     |

 

 

 

 

 

 

 

 

 

 

 

 

 

                                                

1             This table of contents shall not have anybearing upon the interpretation of this Supplemental Indenture.

 

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SUPPLEMENTAL INDENTURE, dated as of the 1st dayof  February, 2010, made and entered into by and between IDAHO POWER COMPANY, acorporation of the State of Idaho (successor by merger to Idaho Power Company,a corporation of the State of Maine, hereinafter sometimes called the “MaineCompany”), whose address is 1221 West Idaho Street, Boise, Idaho 83702-5627(hereinafter sometimes called the “Company”), party of the first part, andDEUTSCHE BANK TRUST COMPANY AMERICAS, formerly known as Bankers Trust Company,a corporation of the State of New York, whose post office address is 60 WallStreet, New York, New York 10005 (hereinafter sometimes called the “CorporateTrustee”), and Stanley Burg (hereinafter sometimes called the “IndividualTrustee”), parties of the second part (the Corporate Trustee and the IndividualTrustee being hereinafter together sometimes called the “Trustees”), asTrustees under the Mortgage and Deed of Trust dated as of October 1, 1937hereinafter referred to.

WHEREAS, the Maine Company has heretoforeexecuted and delivered to the Trustees its Mortgage and Deed of Trust(hereinafter sometimes referred to as the “Original Indenture”), dated as ofOctober 1, 1937, to secure the payment both of the principal of and interestand premium, if any, on all Bonds at any time issued and outstanding thereunderand to declare the terms and conditions upon which Bonds are to be issuedthereunder; and

WHEREAS, the Maine Company was merged into theCompany on June 30, 1989; and

WHEREAS, in order to evidence the succession ofthe Company to the Maine Company and the assumption by the Company of thecovenants and conditions of the Maine Company in the Bonds and in the OriginalIndenture, as supplemented, contained, and to enable the Company to have andexercise the powers and rights of the Maine Company under the OriginalIndenture, as supplemented, in accordance with the terms thereof, the Companyexecuted and delivered to the Trustees a Twenty-eighth Supplemental Indenture,dated as of June 30, 1989 (which supplemental indenture is hereinaftersometimes called the “Twenty-eighth Supplemental Indenture”); and

WHEREAS, said Twenty-eighth SupplementalIndenture was recorded in the records of the County of Elko, Nevada; theCounties of Baker, Grant, Harney, Malheur, Union and Wallowa, Oregon; theCounties of Ada, Adams, Bannock, Bear Lake, Bingham, Blaine, Boise, Bonneville,Butte, Camas, Canyon, Caribou, Cassia, Clark, Elmore, Gem, Gooding, Idaho,Jefferson, Jerome, Lemhi, Lincoln, Minidoka, Oneida, Owyhee, Payette, Power,Twin Falls, Valley and Washington, Idaho; the Counties of Lincoln andSweetwater, Wyoming; and with the Secretary of State of the States of Idaho,Montana, Oregon, Nevada and Wyoming; and

WHEREAS, in accordance with the terms of theOriginal Indenture, the Maine Company or the Company has executed and deliveredto the Trustees the following supplemental indentures in addition to the Twenty-eighthSupplemental Indenture:

 

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| Designation                           | Dated as of        |
|---------------------------------------|--------------------|
| First Supplemental Indenture          | July 1, 1939       |
| Second Supplemental Indenture         | November 15, 1943  |
| Third Supplemental Indenture          | February 1, 1947   |
| Fourth Supplemental Indenture         | May 1, 1948        |
| Fifth Supplemental Indenture          | November 1, 1949   |
| Sixth Supplemental Indenture          | October 1, 1951    |
| Seventh Supplemental Indenture        | January 1, 1957    |
| Eighth Supplemental Indenture         | July 15, 1957      |
| Ninth Supplemental Indenture          | November 15, 1957  |
| Tenth Supplemental Indenture          | April 1, 1958      |
| Eleventh Supplemental Indenture       | October 15, 1958   |
| Twelfth Supplemental Indenture        | May 15, 1959       |
| Thirteenth Supplemental Indenture     | November 15, 1960  |
| Fourteenth Supplemental Indenture     | November 1, 1961   |
| Fifteenth Supplemental Indenture      | September 15, 1964 |
| Sixteenth Supplemental Indenture      | April 1, 1966      |
| Seventeenth Supplemental Indenture    | October 1, 1966    |
| Eighteenth Supplemental Indenture     | September 1, 1972  |
| Nineteenth Supplemental Indenture     | January 15, 1974   |
| Twentieth Supplemental Indenture      | August 1, 1974     |
| Twenty-first Supplemental Indenture   | October 15, 1974   |
| Twenty-second Supplemental Indenture  | November 15, 1976  |
| Twenty-third Supplemental Indenture   | August 15, 1978    |
| Twenty-fourth Supplemental Indenture  | September 1, 1979  |
| Twenty-fifth Supplemental Indenture   | November 1, 1981   |
| Twenty-sixth Supplemental Indenture   | May 1, 1982        |
| Twenty-seventh Supplemental Indenture | May 1, 1986        |
| Twenty-ninth Supplemental Indenture   | January 1, 1990    |
| Thirtieth Supplemental Indenture      | January 1, 1991    |
| Thirty-first Supplemental Indenture   | August 15, 1991    |
| Thirty-second Supplemental Indenture  | March 15, 1992     |
| Thirty-third Supplemental Indenture   | April 1, 1993      |
| Thirty-fourth Supplemental Indenture  | December 1, 1993   |
| Thirty-fifth Supplemental Indenture   | November 1, 2000   |
| Thirty-sixth Supplemental Indenture   | October 1, 2001    |
| Thirty-seventh Supplemental Indenture | April 1, 2003      |
| Thirty-eighth Supplemental Indenture  | May 15, 2003       |
| Thirty-ninth Supplemental Indenture   | October 1, 2003    |
| Fortieth Supplemental Indenture       | May 1, 2005        |
| Forty-first Supplemental Indenture    | October 1, 2006    |
| Forty-second Supplemental Indenture   | May 1, 2007        |
| Forty-third Supplemental Indenture    | September 1, 2007  |
| Forty-fourth Supplemental Indenture   | April 1, 2008      |

 

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each of which is supplemental to the Original Indenture(the Original Indenture and all indentures supplemental thereto together beinghereinafter sometimes referred to as the “Indenture”); and

WHEREAS, the Original Indenture and saidSupplemental Indentures (except said Fifteenth Supplemental Indenture) haveeach been recorded in the records of the County of Elko, Nevada; the Countiesof Baker, Grant, Harney, Malheur, Union and Wallowa, Oregon; the Counties ofAda, Adams, Bannock, Bear Lake, Bingham, Blaine, Boise, Bonneville, Butte,Camas, Canyon, Caribou, Cassia, Clark, Elmore, Gem, Gooding, Idaho, Jefferson,Jerome, Lemhi, Lincoln, Minidoka, Oneida, Owyhee, Payette, Power, Twin Falls,Valley and Washington, Idaho; the Counties of Lincoln and Sweetwater, Wyoming;and with the Secretary of State of the States of Idaho, Montana, Oregon, Nevadaand Wyoming; and

WHEREAS, the Maine Company or the Company hasheretofore issued Bonds, under and in accordance with the terms of theIndenture in the following series and aggregate principal amounts:

 

 
|                                | Principal   | Principal   |
|-------------------------------------|-------------|-------------|
|                                | Amount      | Amount      |
|                                | Issued      | Outstanding |
| Series                              | ($)         | ($)         |
| 3-3/4% Series due 1967              | 18,000,000  | None        |
| 3-1/8% Series due 1973              | 18,000,000  | None        |
| 2-3/4% Series due 1977              | 5,000,000   | None        |
| 3% Series due 1978                  | 10,000,000  | None        |
| 2-3/4% Series due 1979              | 12,000,000  | None        |
| 3-1/4% Series due 1981              | 15,000,000  | None        |
| 4-1/2% Series due 1987              | 20,000,000  | None        |
| 4-3/4% Series due 1987              | 15,000,000  | None        |
| 4% Series due April 1988            | 10,000,000  | None        |
| 4-1/2% Series due October 1988      | 15,000,000  | None        |
| 5% Series due 1989                  | 15,000,000  | None        |
| 4-7/8% Series due 1990              | 15,000,000  | None        |
| 4-1/2% Series due 1991              | 10,000,000  | None        |
| 5-1/4% Series due 1996              | 20,000,000  | None        |
| 6-1/8% Series due 1996              | 30,000,000  | None        |
| 7-3/4% Series due 2002              | 30,000,000  | None        |
| 8-3/8% Series due 2004              | 35,000,000  | None        |
| 10% Series due 2004                 | 50,000,000  | None        |
| 8-1/2% Series due 2006              | 30,000,000  | None        |
| 9% Series due 2008                  | 60,000,000  | None        |
| 10-1/4% Series due 2003             | 62,000,000  | None        |
| First Mortgage Bonds, 1984 Series   | 10,100,000  | None        |
| 16.10% Series due 1991-1992         | 50,000,000  | None        |
| Pollution Control Series A          | 49,800,000  | None        |
| 8.65% Series due 2000               | 80,000,000  | None        |
| 9.50% Series due 2021               | 75,000,000  | None        |
| 9.52% Series due 2031               | 25,000,000  | None        |
| 8% Series due 2004                  | 50,000,000  | None        |
| 8 3/4% Series due 2027              | 50,000,000  | None        |
| Secured Medium-Term Notes, Series A | 190,000,000 | None        |
| Secured Medium-Term Notes, Series B | 197,000,000 | None        |
| Secured Medium-Term Notes, Series C | 200,000,000 | 120,000,000 |
| Secured Medium-Term Notes, Series D | 200,000,000 | 200,000,000 |
| Secured Medium-Term Notes, Series E | 245,000,000 | 245,000,000 |
| Pollution Control Series B          | 49,800,000  | 49,800,000  |
| Secured Medium Term Notes, Series F | 200,000,000 | 200,000,000 |
| Pollution Control Series C          | 116,300,000 | 116,300,000 |
| Secured Medium Term Notes, Series G | 100,000,000 | 100,000,000 |
| Secured Medium Term Notes, Series H | 350,000,000 | 350,000,000 |

 

 
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which bonds are hereinafter sometimes called bonds of theFirst through Thirty-ninth Series; and

WHEREAS, Section 22 and Section 121 of theIndenture provide that the Company may amend the Indenture to increase themaximum amount of the obligations to be secured by the Indenture by executingand delivering to the Trustees a supplemental indenture specifying the maximumamount of such obligations thereafter to be secured by the Indenture as soamended, and the Company has determined so to increase the maximum amount ofobligations to be secured by the Indenture to Two Billion Dollars ($2,000,000,000);and

WHEREAS, it is alsonow desired, for the purpose of more effectually carrying out the purposes ofthe Original Indenture, to confirm specifically the subjection to the lienthereof and of the Indenture of the certain property acquired by the Company inaddition to the property specifically described in the Original Indenture andin said First, Second, Third, Fourth, Fifth, Sixth, Seventh, Ninth, Tenth,Eleventh, Twelfth, Thirteenth, Fourteenth, Sixteenth, Seventeenth, Eighteenth,Nineteenth, Twenty-first, Twenty-second, Twenty-third, Twenty-fourth, Twenty-fifth,Thirty-sixth, Thirty-seventh, Thirty-ninth, Fortieth, Forty-first and Forty-fourthSupplemental Indentures; and

WHEREAS, the Company, in accordance with theprovisions of the Indenture and pursuant to appropriate resolutions of itsBoard of Directors, has duly determined to make, execute and deliver to theTrustees this Forty-fifth Supplemental Indenture to amend and supplement theIndenture for the purposes herein provided; and

WHEREAS, all things necessary to make theOriginal Indenture, as heretofore supplemented and as supplemented hereby, avalid and legally binding instrument for the security of the Bonds, have beenperformed:

NOW, THEREFORE, THISINDENTURE WITNESSETH:

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That in consideration of the premises and ofOne Dollar to it duly paid by the Trustees at or before the ensealing anddelivery of these presents, the receipt whereof is hereby acknowledged, andin order to increase the maximum amount of obligations to be secured by theIndenture, the Company has duly executed anddelivered to the Trustees this Forty-fifth Supplemental Indenture and hasgranted, bargained, sold, released, conveyed, assigned, transferred, mortgaged,pledged, set over and confirmed and by these presents does grant, bargain,sell, release, convey, assign, transfer, mortgage, pledge, set over and confirmunto Stanley Burg and (to the extent of its legal capacity to hold the same forthe purposes hereof) unto Deutsche Bank Trust Company Americas, as Trustees asaforesaid, and to their successor or successors in said trust, and to them andtheir successors, heirs and assigns forever, all property, whether real,personal or mixed (except any hereinafter expressly excepted), and wheresoeversituated, acquired since the date of said Original Indenture by and now orhereafter owned by the Company including the following described properties,rights and interests in property (in addition to all other propertiesheretofore subjected to the lien of the Indenture and not heretofore releasedfrom the lien thereof)--that is to say:

**PROPERTIES ACQUIRED ORCONSTRUCTED**

**GENERATING PLANTS**

None

 

**TRANSMISSIONLINES & SYSTEMS**

** **
| Line 446: Pinegree to Haven                                |              |
|------------------------------------------------------------|-------------------|
| Bingham County, ID                                         | 0.8 Miles 138 kV  |
|                                                       |              |
| Line 446: Pinegree to Haven,  converted from 46kV to 138kV |              |
| Bingham County, ID                                         | 10.9 Miles 138 kV |
|                                                       |              |
|                                                       |              |
| Line 525: Don – Hoku                                  |              |
| Bannock County, ID                                         | 2.97 Miles 138kV  |
|                                                       |              |
| Line 525: Hoku – Alameda                              |              |
| Power & Bannock County, ID                             | 3.4 Miles 138kV   |
|                                                       |              |
| Line 723: Danskin-Hubbard                                  |              |
| Elmore & County, ID                                    | 39.46 Miles 230kV |

 

 

 

 

 

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** **

**DISTRIBUTIONLINES & SYSTEMS**

** **

**None**

** **

**SUBSTATIONS**

** **
| Hubbard Substation | Ada  Co., ID |
|--------------------|--------------|

 

 

**FRANCHISES**

** **

None

** **

**ALLOTHER LANDS, IMPROVEMENTS, BUILDINGS AND OTHER SUBSTATIONS**

** **

None

 

All other property, whether real, personal ormixed (except any hereinafter expressly excepted), and wheresoever situated,acquired since the date of said Original Indenture by and now or hereafterowned by the Company.

TOGETHER with all and singular the tenements,hereditaments and appurtenances belonging or in any wise appertaining to theaforesaid property or any part thereof, with the reversion and reversions,remainder and remainders, and (subject to the provisions of Section 57 of theOriginal Indenture) the tolls, rents, revenues, issues, earnings, income,product and profits thereof, and all the estate, right, title and interest andclaim whatsoever, at law as well as in equity, which the Company now has or mayhereafter acquire in and to the aforesaid property and franchises and everypart and parcel thereof.

It is not intended herein or hereby to includein or subject to the lien of the Indenture, and the granting clauses hereofshall not be deemed to apply to, (1) any revenues, earnings, rents, issues,income or profits of the mortgaged and pledged property, or any bills, notes oraccounts receivable, contracts or choses in action, except to the extentpermitted by law in case a completed default specified in Section 65 of theIndenture shall have occurred and be continuing and either or both of theTrustees, or a receiver or trustee, shall have entered upon or taken possessionof the mortgaged and pledged property, or (2) in any case, unless specificallysubjected to the lien thereof, any bonds, notes, evidences of indebtedness, sharesof stock, or other securities or any cash (except cash deposited with theCorporate Trustee pursuant to any provisions of the Indenture) or any goods,wares, merchandise, equipment or apparatus manufactured or acquired for thepurpose of sale or resale in the usual course of business.

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TO HAVE AND TO HOLD all such properties, real,personal and mixed, granted, bargained, sold, released, conveyed, assigned,transferred, mortgaged, pledged, set over or confirmed by the Company asaforesaid, or intended so to be, unto the Individual Trustee and (to the extentof its legal capacity to hold the same for the purposes hereof) unto theCorporate Trustee, and their successors, heirs and assigns forever;

IN TRUST,NEVERTHELESS, for the same purposes and upon the same terms, trusts andconditions and subject to and with the same provisions and covenants as are setforth in the Original Indenture, as amended or modified by said First, Second,Third, Fourth, Fifth, Sixth, Seventh, Eighth, Ninth, Tenth, Eleventh, Twelfth,Thirteenth, Fourteenth, Fifteenth, Sixteenth, Seventeenth, Eighteenth,Nineteenth, Twentieth, Twenty-first, Twenty-second, Twenty-third, Twenty-fourth,Twenty-fifth, Twenty-sixth, Twenty-seventh, Twenty-eighth, Twenty-ninth,Thirtieth, Thirty-first, Thirty-second, Thirty-third, Thirty-fourth, Thirty-fifth,Thirty-sixth, Thirty-seventh, Thirty-eighth, Thirty-ninth, Fortieth, Forty-first,Forty-second, Forty-third and Forty-fourth Supplemental Indentures and thisForty-fifth Supplemental Indenture.

 

And it is hereby covenanted, declared and agreed by and  between the parties hereto, for the benefit of those who shall hold the Bonds  and interest coupons, or any of them, issued and to be issued under the  Indenture, as follows: 

 

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# ARTICLE IMaximum Amount of Obligations to be Secured by the Indenture.

SECTION 1.   Pursuant to Section 22 and Section121 of the Indenture, the maximum amount of obligations to be secured by theIndenture is hereby increased to Two Billion Dollars ($2,000,000,000),provided, however, that the maximum amount of obligations to be secured by theIndenture may at any time and from time to time be further increased ordecreased (but not below the amount of Bonds at the time outstandingthereunder) as provided in the Indenture.

# ARTICLEIICovenants.

## **The Company hereby covenants,warrants and agrees:**

## SECTION 2.   That all the terms, conditions, provisos, covenants andprovisions contained in the Indenture shall affect and apply to the propertyhereinabove described and conveyed and to the estate, rights, obligations andduties of the Company and Trustees and the beneficiaries of the trust withrespect to said property, and to the Trustees and their successors as trusteesof said property, in the same manner and with the same effect as if the saidproperty had been owned by the Company at the time of the execution of theOriginal Indenture and had been specifically and at length described in andconveyed to the Individual Trustee and (to the extent of its legal capacity tohold the same for the purposes of the Indenture) the Corporate Trustee by theOriginal Indenture as a part of the property therein stated to be conveyed.

## SECTION 3.   That it is lawfullyseized and possessed of all of the mortgaged and pledged property described inthe granting clauses of the Indenture, which has not heretofore been releasedfrom the lien thereof; that it had or has, at the respective times of executionand delivery of the Original Indenture, the First, Second, Third, Fourth,Fifth, Sixth, Seventh, Eighth, Ninth, Tenth, Eleventh, Twelfth, Thirteenth,Fourteenth, Fifteenth, Sixteenth, Seventeenth, Eighteenth, Nineteenth,Twentieth, Twenty-first (as corrected by the Twenty-second), Twenty-second,Twenty-third, Twenty-fourth, Twenty-fifth, Twenty-sixth, Twenty-seventh, Twenty-eighth,Twenty-ninth, Thirtieth, Thirty-first, Thirty-second, Thirty-third, Thirty-fourth,Thirty-fifth, Thirty-sixth, Thirty-seventh, Thirty-eighth, Thirty-ninth,Fortieth, Forty-first, Forty-second, Forty-third and Forty-fourth SupplementalIndentures and this Forty-fifth Supplemental Indenture, good, right and lawfulauthority to mortgage and pledge the mortgaged and pledged property describedtherein, as provided in and by the Indenture; and that such mortgaged andpledged property is free and clear of any mortgage, lien, charge or encumbrancethereon or affecting the title thereto (other than excepted encumbrances) priorto the lien of the Indenture, except as set forth in the granting clauses ofthe Indenture.

## SECTION 4.   That it willdeliver to the Corporate Trustee annually, within ninety (90) days after theclose of each fiscal year, commencing with the fiscal year 2010, a certificatefrom the principal executive officer, principal financial officer or principalaccounting officer as 

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to his or her knowledge of the Company's compliance withall conditions and covenants under the Indenture.  For purposes of thisSection 4, such compliance shall be determined without regard to any period ofgrace or requirement of notice provided under the Indenture.

 

 

# ARTICLEIIIThe Trustees.

The Trustees hereby accept the trust herebydeclared and provided and agree to perform the same upon the terms andconditions in the Original Indenture, as heretofore supplemented and assupplemented by this Forty-fifth Supplemental Indenture, and in this Forty-fifthSupplemental Indenture set forth, and upon the following terms and conditions: 

The Trustees shall not be responsible in anymanner whatsoever for or in respect of the validity or sufficiency of thisForty-fifth Supplemental Indenture or the due execution hereof by the Companyor for or in respect of the recitals contained herein, all of which recitalsare made by the Company only.

# ARTICLEIVMiscellaneous Provisions.

All terms contained in this Forty-fifthSupplemental Indenture shall, for all purposes hereof, have the meanings givento such terms in Article I of the Original Indenture, as amended by Article IVof the Second Supplemental Indenture.

Except as hereby expressly amended andsupplemented, the Original Indenture as heretofore amended and supplemented isin all respects ratified and confirmed, and all the terms and provisionsthereof shall be and remain in full force and effect.

This Forty-fifth Supplemental Indenture may beexecuted in any number of counterparts, each of which when so executed shall bedeemed to be an original; but such counterparts together constitute but one andthe same instrument.

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IN WITNESS WHEREOF, Idaho Power Company,	party hereto of the first part, has caused its corporate name to be hereunto	affixed and this instrument to be signed and sealed by its President or a	Vice President and its corporate seal to be attested by its Secretary for	and on its behalf, and Deutsche Bank Trust Company Americas, one of the	parties hereto of the second part, in token of its acceptance of the trust	hereby created has caused its corporate name to be hereunto affixed and this	instrument to be signed and sealed by a Vice President and its corporate	seal to be attested by an Associate and Stanley Burg, one of the parties	hereto of the second part, has for all like purposes hereunto set his hand	and affixed his seal, each on the date hereinafter acknowledged, as of the	day and year first above written.

**IDAHO POWER COMPAN**Y 

 

By */s/Darrel	T. Anderson*	Darrel T. Anderson	Executive Vice President - Administrative Services and Chief Financial	Officer 

Attest: 

 

__*/s/Patrick A. Harrington*_________	Patrick A. Harrington	Secretary 

	Executed, sealed and delivered by**IDAHO POWER COMPANY**in the presence of: 

_*/s/Sandra D. Holmes*______________ 

 

_*/s/Christa Bearry*________________ 

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**DEUTSCHE BANK	TRUST COMPANY AMERICAS **

By __*/s/Annie	Jaghatspanyan*__________	Name:  Annie Jaghatspanyan	Title:  Vice President 

By __*/s/Wanda	Camacho      *__________	Name:  Wanda Camacho	Title:  Vice President 

Attest: 

_*/s/Jennifer Davis*_______________ 

 

 

Executed,	sealed and delivered by**DEUTSCHE BANK TRUST	COMPANY AMERICAS,**in the presence of: 

_*/s/Alexander Buslayev*_________ 

_*/s/Heather Long*______________ 

 

__*/s/Stanley Burg*____________________	Stanley Burg 

Attest: 

_*/s/Jennifer Davis*_______________ 

 

Executed,	sealed and delivered by**STANLEY BURG,**in the presence of: 

 

_*/s/Alexander Buslayev*_________ 

_*/s/Heather Long*______________

 
11
 

 
 
STATE OF IDAHO   )	                                    ) ss.:	COUNTY OF ADA   )

On the 17th day of February, in	the year 2010, before me personally came DARREL T. ANDERSON, to me known,	who being by me duly sworn did depose and say that he is the Executive Vice	President – Administrative Services and Chief Financial Officer of Idaho	Power Company, one of the corporations described in and which executed the	above instrument; that he knows the seal of said corporation; that the seal	affixed to said instrument is such corporate seal; that it was so affixed by	order of the Board of Directors of said corporation, and that he signed his	name thereto by like order; the said DARREL T. ANDERSON, having personally	appeared and known to me to be the Executive Vice President – Administrative	Services and Chief Financial Officer of said corporation that executed the	instrument, acknowledged to me that said corporation executed the same.

IN WITNESS WHEREOF, I have hereunto	subscribed my name and affixed my official seal the day and year in this	certificate first above written.

 

_*/s/Mary Gray*_______________	Mary Gray	Notary Public, State of Idaho	Commission expires July 17, 2010 

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STATE OF NEW YORK       )	                                                ) ss.:	COUNTY OF NEW YORK  )

On the 17th day of February, in	the year 2010, before me personally came Annie Jaghatspanyan and Wanda	Camacho, to me known, who being by me duly sworn did depose and say that	they are each a Vice President of Deutsche Bank Trust Company Americas, one of the	corporations described in and which executed the above instrument; that each	knows the seal of said corporation; that the seal affixed to said instrument	is such corporate seal; that it was so affixed by order of the Board of	Directors of said corporation, and that each signed her name thereto by like	order; the said Annie Jaghatspanyan and Wanda Camacho, having personally	appeared and known to me to each be a Vice President of said corporation that	executed the instrument, acknowledged to me that said corporation executed	the same.

IN WITNESS WHEREOF, I have hereunto	subscribed my name and affixed my official seal the day and year in this	certificate first above written.

_*/s/Alyssa R. Sullivan*_______________ 

Alyssa R. Sullivan

Notary Public, State of New York	Registration #01SU6180190	Qualified in New York County	Commission expires 01/07/2012

 
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STATE OF NEW YORK       )	                                                ) ss.:	COUNTY OF NEW YORK  )

On the 17th day of February, in	the year 2010, before me, Alyssa R. Sullivan, a Notary Public in and for the	State of New York in the County of New York, personally appeared and came	STANLEY BURG, to me known and known to me to be the person described in and	who executed the within and foregoing instrument and whose name is	subscribed thereto and acknowledged to me that he executed the same.

IN WITNESS WHEREOF, I have hereunto	subscribed my name and affixed my official seal the day and year in this	certificate first above written.

_*/s/Alyssa R. Sullivan*_______________ 

Alyssa R. Sullivan

Notary Public, State of New York	Registration #01SU6180190	Qualified in New York County	Commission expires 01/07/2012

 
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STATE OF IDAHO   )	                                    ) ss.:	COUNTY OF ADA   )

DARREL T. ANDERSON, being first duly	sworn, upon oath, deposes and says: that he is an officer, to wit, the	Executive Vice President – Administrative Services and Chief Financial	Officer of Idaho Power Company, a corporation, the mortgagor described in	the foregoing indenture or mortgage, and makes this affidavit on behalf of	said Idaho Power Company; that said indenture or mortgage is made in good	faith without any design to hinder, delay or defraud creditors, to secure	the indebtedness mentioned or provided for therein.

 

__*/s/Darrel T. Anderson*______________	Darrel T. Anderson	Executive Vice President – 	Administrative Services and Chief Financial Officer 

Subscribed and sworn to before me	this 17th day of February, 2010. 

 

 

_*/s/Mary Gray*______________	Mary Gray	Notary Public, State of Idaho	Commission expires July 17, 2010 

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STATE OF NEW YORK       )	                                                ) ss.:	COUNTY OF NEW YORK  )

Annie Jaghatspanyan and Wanda Camacho,	being first duly sworn, upon oath, depose and say: that each is an	officer, to wit, a Vice President of Deutsche Bank Trust Company Americas, a	corporation, one of the mortgagees and trustees named in the foregoing	indenture or mortgage, and makes this affidavit on behalf of said Deutsche	Bank Trust Company Americas; that said indenture or mortgage is made in good	faith without any design to hinder, delay or defraud creditors, to secure	the indebtedness mentioned or provided for therein.

By __*/s/Annie	Jaghatspanyan*__________	Name:  Annie Jaghatspanyan	Title:  Vice President 

By __*/s/Wanda	Camacho      *__________	Name:  Wanda Camacho	Title:  Vice President 

Subscribed and sworn to before me	this 17th day of February, 2010. 

_*/s/Alyssa R. Sullivan*_______________ 

Alyssa R. Sullivan

Notary Public, State of New	York	Registration #01SU6180190	Qualified in New York County	Commission expires 01/07/2012

 

 

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STATE OF NEW YORK       )                                                ) ss.:COUNTY OF NEW YORK  ) 

STANLEY BURG, being first duly sworn, uponoath, deposes and says: that he is one of the mortgagees and trustees named inthe foregoing indenture or mortgage; that said indenture or mortgage is made ingood faith without any design to hinder, delay or defraud creditors, to securethe indebtedness mentioned or provided for therein.

_*/s/Stanley Burg*____________________Stanley Burg 

 

Subscribed and sworn to before methis 17th day of February, 2010. 

_*/s/Alyssa R. Sullivan*_______________ 

Alyssa R. Sullivan

Notary Public, State of New YorkRegistration #01SU6180190Qualified in New York CountyCommission expires 01/07/2012

 

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