EX-10.4

EXHIBIT 10.4

JOINDER TO INTERCREDITOR AGREEMENT

RELATING TO

SERIES 2025 SENIOR SECURED RECOVERY BONDS –

KENTUCKY POWER COST RECOVERY LLC

This JOINDER TO INTERCREDITOR AGREEMENT (this “Joinder”), dated as of June 12, 2025, is entered into by each of the following Persons, in its capacity(ies) specified below (each, an “Additional Party”), AEP CREDIT, INC., a Delaware limited liability company (the “Receivables Buyer”), and JPMorgan Chase Bank, N.A., as Administrative Agent for the Receivables Purchasers and as Control Agent under the Intercreditor Agreement (in such capacities, the “Agent”):

•

Kentucky Power Company, a Kentucky corporation, as a “Company”, “Securitization Property Servicer” and “Receivables Sub-Servicer”;

•

Kentucky Power Cost Recovery LLC, a Delaware limited liability company, as a “Bond Issuer”; and

•

U.S. Bank Trust Company, National Association, a national banking association, not in its individual capacity but solely in its capacity as an “Indenture Trustee”.

Reference is made to the Intercreditor Agreement, dated as of September 7, 2022, as amended and restated as of December 9, 2024 (the “Intercreditor Agreement”), by and among the Receivables Buyer, the Agent, each Company from time to time party thereto, each Bond Issuer from time to time party thereto and each Indenture Trustee from time to time party thereto. The defined terms contained in the Intercreditor Agreement are incorporated herein.

Each Additional Party hereby agrees (a) to become a party to the Intercreditor Agreement for all purposes thereof on the terms set forth therein in the capacity specified above; (b) to be bound by the terms of the Intercreditor Agreement as if such Additional Party had executed and delivered the Intercreditor Agreement as an original party thereto in such capacity; (c) the “Agency Agreement”, “Commission”, “Indenture”, “Purchase Agreement”, “Sale Agreement”, “Securitization Property”, “Securitization Charges” and “Servicing Agreement” specified on Schedule 1 to this Joinder shall constitute an Agency Agreement, Commission, Indenture, Purchase Agreement, Sale Agreement, Securitization Property, Securitization Charges and Servicing Agreement, respectively, for all purposes under the Intercreditor Agreement; and (d) any communications, including notices and instructions, with respect to such Additional Party may be given at the address for such Additional Party specified on Schedule 1 hereto.

The Indenture Trustee as an Additional Party under this Intercreditor Agreement and pursuant to Section 16 of the Intercreditor Agreement, is entitled to all the rights, benefits, protection, immunities, and indemnities afforded to it under the Indenture.

The provisions of Section 9 (Governing Law; Jurisdiction; Waiver of Jury Trial) of the Intercreditor Agreement will apply with like effect to this Joinder.

IN WITNESS WHEREOF, the parties have caused this Joinder to be executed by their respective officers thereunto duly authorized, as of the date first above written.


KENTUCKY POWER COMPANY,
as a Company, a Securitization Property Servicer and a Receivables Sub-Servicer

By:
		Name:
		Title:

KENTUCKY POWER COST RECOVERY LLC,
as a Bond Issuer

By:
		Name:
		Title:

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
as an Indenture Trustee

By:
		Name:
		Title:

AEP CREDIT, INC.,
as Receivables Buyer

By:
		Name:
		Title:

JPMORGAN CHASE BANK, N.A.,
as Administrative Agent and Control Agent

By:
		Name:
		Title:

Signature Page to

Joinder to Intercreditor Agreement

(Kentucky Power Cost Recovery LLC)

Schedule 1 to Joinder


Company, Securitization Property Servicer and Receivables Sub-Servicer		Kentucky Power Company
Notice Address		One Riverside Plaza Columbus, Ohio 43215 Attention: Treasurer Telephone: (614) 716-1000 Email: Treasury_Operations_AEP@aep.com
Bond Issuer		Kentucky Power Cost Recovery LLC
Notice Address		1645 Winchester Avenue Ashland, Kentucky 41101 Attention: Vice President – Regulatory and Finance Telephone: (606) 929-1488 Email: Treasury_Operations_AEP@aep.com
Indenture Trustee		U.S. Bank Trust Company, National Association
Notice Address		190 South LaSalle Street, 7th Floor, MK-IL-SL7R Chicago, Illinois 60603 Attention: Corporate Trust Services / Kentucky Power Cost Recovery LLC Telephone: (312) 332-7496 Email: matthew.smith2@usbank.com; melissa.rosal@usbank.com; and maryann.turbak@usbank.com


Agency Agreement		Third Amended and Restated Agency Agreement, dated as of August 25, 2004, by and between Receivables Buyer and the Company, as amended, restated or modified from time to time
Commission		Kentucky Public Service Commission (including any governmental authority succeeding to the duties of such agency)
Financing Order		The Financing Order, issued on April 11, 2025, in Case No. 2023-00159, by the Commission pursuant to the Securitization Act, which amends, restates and supersedes the Financing Order issued by the Commission on January 10, 2024
Indenture		Indenture, dated as of June 12, 2025, by and between the Bond Issuer, the Indenture Trustee and U.S. Bank National Association, as securities intermediary, as amended, restated or modified from time to time
Purchase Agreement		Third Amended and Restated Purchase Agreement, dated as of August 25, 2004, by and between Receivables Buyer and the Company, as amended, restated or modified from time to time
Sale Agreement		Purchase and Sale Agreement, dated as of June 12, 2025, by and between the Bond Issuer and the Company, as amended, restated or modified from time to time
Securitization Act		Collectively, Chapter 278 of Title XXIV Public Utilities (KRS §§ 278.010, 278.670-.696) and Chapter 65 Counties, Cities, and Other Local Units of the act relating to investor-owned utilities (KRS § 65.114), as amended from time to time
Securitization Charges		The “securitized surcharges” (as defined in Section 278.670(20) of Title XXIV Public Utilities of the Kentucky Revised Statutes) approved by the Commission in the Financing Order

Schedule 1 to Joinder


Securitization Property		The “securitized property” (as defined in Section 278.670(19) of Title XXIV Public Utilities of the Kentucky Revised Statutes) created pursuant to the Financing Order
Servicing Agreement		Servicing Agreement, dated as of June 12, 2025, by and between the Bond Issuer and the Company, as amended, restated or modified from time to time

Schedule 1 to Joinder