EXECUTION COPY - Edison International

(c) the Trustee may consult with counsel of its selection and any advice or Opinion ofCounsel shall be full and complete authorization and protection in respect of any action taken,suffered or omitted to be taken by it hereunder in good faith and in accordance with such adviceor Opinion of Counsel;(d) the Trustee shall be under no obligation to exercise any of the trusts or powersvested in it by this Indenture at the request, order or direction of any of the Noteholders pursuantto the provisions of this Indenture, unless such Noteholders shall have offered to the Trusteesecurity or indemnity reasonably satisfactory to it against the costs, expenses and liabilities thatmight be incurred therein or thereby;(e) the Trustee shall not be liable for any action taken or omitted by it in good faithand believed by it to be authorized or within the discretion, rights or powers conferred upon it bythis Indenture;(f) the Trustee shall not be bound to make any investigation into the facts or mattersstated in any resolution, certificate, statement, instrument, opinion, report, notice, request,consent, order, approval, appraisal, bond, debenture, note, coupon, security, or other paper ordocument unless requested in writing to do so by the Holders of not less than a majority inaggregate principal amount of the Notes then Outstanding; provided that if the payment within areasonable time to the Trustee of the costs, expenses or liabilities likely to be incurred by it in themaking of such investigation is, in the opinion of the Trustee, not reasonably assured by thesecurity afforded to it by the terms of this Indenture, the Trustee may require indemnityreasonably satisfactory to it against such expenses or liabilities as a condition to proceeding, andthe reasonable expenses of every such examination shall be paid by the Company, or by theTrustee or any predecessor Trustee and repaid by the Company upon demand;(g) the Trustee shall not be bound to make any investigation into the facts or mattersstated in any resolution, certificate, statement, instrument, opinion, report, notice, request,direction, consent, order, bond, debenture, note, other evidence of indebtedness or other paper ordocument, but the Trustee may make such further inquiry or investigation into such facts ormatters as it may see fit, and, if the Trustee shall determine to make such further inquiry orinvestigation, it shall be entitled to examine the books, records and premises of the Company,personally or by agent or attorney;(h) in the absence of bad faith on the part of the Trustee, the Trustee mayconclusively rely, as to the truth of the statements and the correctness of the opinions expressedtherein, upon any certificates or opinions furnished to the Trustee which conform to therequirements of this Indenture;(i) the Trustee shall not be liable for any error of judgment made in good faith by anofficer or officers of the Trustee, unless it shall be conclusively determined by a court ofcompetent jurisdiction that the Trustee was grossly negligent in ascertaining the pertinent facts;(j) the Trustee may execute any of the trusts or powers hereunder or perform anyduties hereunder either directly or by or through agents, attorneys, custodians or nominees40