Central Kentucky Transmission Company

Original Volume No. 1

Effective Date: 05/01/2006, Docket: CP05- 48-002, Status: Effective

Original Sheet No. 288 Original Sheet No. 288 : Effective

GENERAL TERMS AND CONDITIONS

(Continued)

40. MISCELLANEOUS PROVISIONS

40.1 Waiver of Default. No waiver by either party of any default by the

other in the performance of any provisions of an executed Service Agreement

shall operate as a waiver of any continuing or future default, whether of a

like or different character.

40.2 Assignability. A Service Agreement shall bind and inure to the

respective successors and assigns of the parties thereto, but no assignment

shall release either party from such party's obligations without the

written consent of the other party, which consent shall not be unreasonably

withheld. Nothing contained herein shall prevent either party from

pledging, mortgaging or assigning its rights as security for its

indebtedness and either party may assign to the pledges or mortgages (or to

a trustee for the holder of such indebtedness) any money due or to become

due under any Service Agreement.

40.3 Effect of Headings. The headings used through these General Terms and

Conditions and in executed Service Agreements are inserted for reference

purposes only and are not to be considered or taken into account in

construing the terms and provisions of any paragraph nor to be deemed in

any way to qualify, modify or explain the effects of any such terms or

provisions.