EXHIBIT (4)(e)(xiii)
NINETY-FIFTH SUPPLEMENTAL INDENTURE
PROVIDING AMONG OTHER THINGS FOR
FIRST MORTGAGE BONDS,
2004-1 COLLATERAL SERIES (INTEREST BEARING)
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DATED AS OF AUGUST 3, 2004
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CONSUMERS ENERGY COMPANY
TO
JPMORGAN CHASE BANK,
TRUSTEE
Counterpart ____ of 80
THIS NINETY-FIFTH SUPPLEMENTAL INDENTURE, dated as of August 3, 2004
(herein sometimes referred to as "this Supplemental Indenture"), made and
entered into by and between CONSUMERS ENERGY COMPANY, a corporation organized
and existing under the laws of the State of Michigan, with its principal
executive office and place of business at One Energy Plaza, Jackson, Jackson
County, Michigan 49201, formerly known as Consumers Power Company (hereinafter
sometimes referred to as the "Company"), and JPMORGAN CHASE BANK, a corporation
organized and existing under the laws of the State of New York, with its
corporate trust offices at 4 New York Plaza, New York, New York 10004
(hereinafter sometimes referred to as the "Trustee"), as Trustee under the
Indenture dated as of September 1, 1945 between Consumers Power Company, a Maine
corporation (hereinafter sometimes referred to as the "Maine corporation"), and
City Bank Farmers Trust Company (Citibank, N.A., successor, hereinafter
sometimes referred to as the "Predecessor Trustee"), securing bonds issued and
to be issued as provided therein (hereinafter sometimes referred to as the
"Indenture"),
WHEREAS at the close of business on January 30, 1959, City Bank Farmers
Trust Company was converted into a national banking association under the title
"First National City Trust Company"; and
WHEREAS at the close of business on January 15, 1963, First National City
Trust Company was merged into First National City Bank; and
WHEREAS at the close of business on October 31, 1968, First National City
Bank was merged into The City Bank of New York, National Association, the name
of which was thereupon changed to First National City Bank; and
WHEREAS effective March 1, 1976, the name of First National City Bank was
changed to Citibank, N.A.; and
WHEREAS effective July 16, 1984, Manufacturers Hanover Trust Company
succeeded Citibank, N.A. as Trustee under the Indenture; and
WHEREAS effective June 19, 1992, Chemical Bank succeeded by merger to
Manufacturers Hanover Trust Company as Trustee under the Indenture; and
WHEREAS effective July 15, 1996, The Chase Manhattan Bank (National
Association), merged with and into Chemical Bank which thereafter was renamed
The Chase Manhattan Bank; and
WHEREAS effective November 11, 2001, The Chase Manhattan Bank merged with
Morgan Guaranty Trust Company of New York and the surviving corporation was
renamed JPMorgan Chase Bank; and
WHEREAS the Indenture was executed and delivered for the purpose of
securing such bonds as may from time to time be issued under and in accordance
with the terms of the Indenture, the aggregate principal amount of bonds to be
secured thereby being limited to $5,000,000,000 at any one time outstanding
(except as provided in Section 2.01 of the Indenture), and the Indenture
describes and sets forth the property conveyed thereby and is filed in the
Office of the Secretary of State of the State of Michigan and is of record in
the Office of
the Register of Deeds of each county in the State of Michigan in which this
Supplemental Indenture is to be recorded; and
WHEREAS the Indenture has been supplemented and amended by various
indentures supplemental thereto, each of which is filed in the Office of the
Secretary of State of the State of Michigan and is of record in the Office of
the Register of Deeds of each county in the State of Michigan in which this
Supplemental Indenture is to be recorded; and
WHEREAS the Company and the Maine corporation entered into an Agreement of
Merger and Consolidation, dated as of February 14, 1968, which provided for the
Maine corporation to merge into the Company; and
WHEREAS the effective date of such Agreement of Merger and Consolidation
was June 6, 1968, upon which date the Maine corporation was merged into the
Company and the name of the Company was changed from "Consumers Power Company of
Michigan" to "Consumers Power Company"; and
WHEREAS the Company and the Predecessor Trustee entered into a Sixteenth
Supplemental Indenture, dated as of June 4, 1968, which provided, among other
things, for the assumption of the Indenture by the Company; and
WHEREAS said Sixteenth Supplemental Indenture became effective on the
effective date of such Agreement of Merger and Consolidation; and
WHEREAS the Company has succeeded to and has been substituted for the
Maine corporation under the Indenture with the same effect as if it had been
named therein as the mortgagor corporation; and
WHEREAS effective March 11, 1997, the name of Consumers Power Company was
changed to Consumers Energy Company; and
WHEREAS, the Company has entered into an Amended and Restated Credit
Agreement dated as of August 3, 2004 (as amended or otherwise modified from time
to time, the "Credit Agreement") with various financial institutions and Bank
One, NA, as administrative agent (in such capacity, the "Agent") for the Banks
(as such term is defined in the Credit Agreement), providing for the making of
certain financial accommodations thereunder, and pursuant to such Credit
Agreement the Company has agreed to issue to the Agent, as evidence of and
security for the Obligations (as such term is defined in the Credit Agreement),
a new series of bonds under the Indenture; and
WHEREAS, for such purposes the Company desires to issue a new series of
bonds, to be designated First Mortgage Bonds, 2004-1 Collateral Series (Interest
Bearing), each of which bonds shall also bear the descriptive title "First
Mortgage Bond" (hereinafter provided for and hereinafter sometimes referred to
as the "2004-1 Collateral Bonds"), the bonds of which series are to be issued as
registered bonds without coupons and are to bear interest at the rate per annum
specified herein and are to mature on the Termination Date (as such term is
defined in the Credit Agreement); and
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WHEREAS, each of the registered bonds without coupons of the 2004-1
Collateral Bonds and the Trustee's Authentication Certificate thereon are to be
substantially in the following form, to wit:
[FORM OF REGISTERED BOND
OF THE 2004-1 COLLATERAL BONDS]
[FACE]
CONSUMERS ENERGY COMPANY
FIRST MORTGAGE BOND
2004-1 COLLATERAL SERIES (INTEREST BEARING)
No. ___ $500,000,000
CONSUMERS ENERGY COMPANY, a Michigan corporation (hereinafter called the
"Company"), for value received, hereby promises to pay to Bank One, NA, as agent
(in such capacity, the "Agent") for the Banks under and as defined in the
Amended and Restated Credit Agreement dated as of August 3, 2004 among the
Company, the Banks and the Agent (as amended or otherwise modified from time to
time, the "Credit Agreement"), or registered assigns, the principal sum of Five
Hundred Million Dollars ($500,000,000) or such lesser principal amount as shall
be equal to the aggregate principal amount of the Loans (as defined in the
Credit Agreement) and Reimbursement Obligations (as defined in the Credit
Agreement) included in the Obligations (as defined in the Credit Agreement)
outstanding on the Termination Date (as defined in the Credit Agreement) (the
"Maturity Date"), but not in excess, however, of the principal amount of this
bond, and to pay interest thereon at the Interest Rate (as defined below) until
the principal hereof is paid or duly made available for payment on the Maturity
Date, or, in the event of redemption of this bond, until the redemption date,
or, in the event of default in the payment of the principal hereof, until the
Company's obligations with respect to the payment of such principal shall be
discharged as provided in the Indenture (as defined on the reverse hereof).
Interest on this bond shall be payable on each Interest Payment Date (as defined
below), commencing on the first Interest Payment Date next succeeding August 3,
2004. If the Maturity Date falls on a day which is not a Business Day, as
defined below, principal and any interest and/or fees payable with respect to
the Maturity Date will be paid on the immediately preceding Business Day. The
interest payable, and punctually paid or duly provided for, on any Interest
Payment Date will, subject to certain exceptions, be paid to the person in whose
name this bond (or one or more predecessor bonds) is registered at the close of
business on the Record Date (as defined below); provided, however, that interest
payable on the Maturity Date will be payable to the person to whom the principal
hereof shall be payable. Should the Company default in the payment of interest
("Defaulted Interest"), the Defaulted Interest shall be paid to the person in
whose name this bond (or one or more predecessor bonds) is registered on a
subsequent record date fixed by the Company, which subsequent record date shall
be fifteen (15) days prior to the payment of such Defaulted Interest. As used
herein, (A) "Business Day" shall mean any day, other than a Saturday or Sunday,
on which banks generally are open in Chicago,
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Illinois and New York, New York for the conduct of substantially all of their
commercial lending activities and on which interbank wire transfers can be made
on the Fedwire system; (B) "Interest Payment Date" shall mean each date on which
Obligations constituting interest and/or fees are due and payable from time to
time pursuant to the Credit Agreement; (C) "Interest Rate" shall mean a rate of
interest per annum, adjusted as necessary, to result in an interest payment
equal to the aggregate amount of Obligations constituting interest and fees due
under the Credit Agreement on the applicable Interest Payment Date; and (D)
"Record Date" with respect to any Interest Payment Date shall mean the day
(whether or not a Business Day) immediately next preceding such Interest Payment
Date.
Payment of the principal of and interest on this bond will be made in
immediately available funds at the office or agency of the Company maintained
for that purpose in the City of Jackson, Michigan, in such coin or currency of
the United States of America as at the time of payment is legal tender for
payment of public and private debts.
The provisions of this bond are continued on the reverse hereof and such
continued provisions shall for all purposes have the same effect as though fully
set forth at this place.
This bond shall not be valid or become obligatory for any purpose unless
and until it shall have been authenticated by the execution by the Trustee or
its successor in trust under the Indenture of the certificate hereon.
IN WITNESS WHEREOF, Consumers Energy Company has caused this bond to be
executed in its name by its Chairman of the Board, its President or one of its
Vice Presidents by his or her signature or a facsimile thereof, and its
corporate seal or a facsimile thereof to be affixed hereto or imprinted hereon
and attested by its Secretary or one of its Assistant Secretaries by his or her
signature or a facsimile thereof.
CONSUMERS ENERGY COMPANY
Dated:
By _____________________________
Printed ________________________
Title __________________________
Attest: ________________________
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TRUSTEE'S AUTHENTICATION CERTIFICATE
This is one of the bonds, of the series designated therein, described in
the within-mentioned Indenture.
JPMORGAN CHASE BANK, Trustee
By
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Authorized Officer
[REVERSE]
CONSUMERS ENERGY COMPANY
FIRST MORTGAGE BOND
2004-1 COLLATERAL SERIES (INTEREST BEARING)
This bond is one of the bonds of a series designated as First Mortgage
Bonds, 2004-1 Collateral Series (Interest Bearing) (sometimes herein referred to
as the "2004-1 Collateral Bonds") issued under and in accordance with and
secured by an Indenture dated as of September 1, 1945, given by the Company (or
its predecessor, Consumers Power Company, a Maine corporation) to City Bank
Farmers Trust Company (JPMorgan Chase Bank, successor) (hereinafter sometimes
referred to as the "Trustee"), together with indentures supplemental thereto,
heretofore or hereafter executed, to which indenture and indentures supplemental
thereto (hereinafter referred to collectively as the "Indenture") reference is
hereby made for a description of the property mortgaged and pledged, the nature
and extent of the security and the rights, duties and immunities thereunder of
the Trustee and the rights of the holders of said bonds and of the Trustee and
of the Company in respect of such security, and the limitations on such rights.
By the terms of the Indenture, the bonds to be secured thereby are issuable in
series which may vary as to date, amount, date of maturity, rate of interest and
in other respects as provided in the Indenture.
The 2004-1 Collateral Bonds are to be issued and delivered to the Agent in
order to evidence and secure the obligation of the Company under the Credit
Agreement to make payments to the Banks under the Credit Agreement and to
provide the Banks the benefit of the lien of the Indenture with respect to the
2004-1 Collateral Bonds.
The obligation of the Company to make payments with respect to the
principal of 2004-1 Collateral Bonds shall be fully or partially, as the case
may be, satisfied and discharged to the extent that, at the time that any such
payment shall be due, the then due principal of the Loans and/or the
Reimbursement Obligations included in the Obligations shall have been fully or
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partially paid. Satisfaction of any obligation to the extent that payment is
made with respect to the Loans and/or the Reimbursement Obligations means that
if any payment is made on the principal of the Loans and/or the Reimbursement
Obligations, a corresponding payment obligation with respect to the principal of
the 2004-1 Collateral Bonds shall be deemed discharged in the same amount as the
payment with respect to the Loans and/or the Reimbursement Obligations
discharges the outstanding obligation with respect to such Loans and/or
Reimbursement Obligations. No such payment of principal shall reduce the
principal amount of the 2004-1 Collateral Bonds.
The obligation of the Company to make payments with respect to the
interest on 2004-1 Collateral Bonds shall be fully or partially, as the case may
be, satisfied and discharged to the extent that, at the time that any such
payment shall be due, the then due interest and/or fees under the Credit
Agreement shall have been fully or partially paid. Satisfaction of any
obligation to the extent that payment is made with respect to the interest
and/or fees under the Credit Agreement means that if any payment is made on the
interest and/or fees under the Credit Agreement, a corresponding payment
obligation with respect to the interest on the 2004-1 Collateral Bonds shall be
deemed discharged in the same amount as the payment with respect to the Loans
and/or the Reimbursement Obligations discharges the outstanding obligation with
respect to such Loans and/or Reimbursement Obligations.
The Trustee may at any time and all times conclusively assume that the
obligation of the Company to make payments with respect to the principal of and
interest on this bond, so far as such payments at the time have become due, has
been fully satisfied and discharged unless and until the Trustee shall have
received a written notice from the Agent stating (i) that timely payment of
principal and interest on the 2004-1 Collateral Bonds has not been made, (ii)
that the Company is in arrears as to the payments required to be made by it to
the Agent in connection with the Obligations pursuant to the Credit Agreement,
and (iii) the amount of the arrearage.
If an Event of Default (as defined in the Credit Agreement) with respect
to the payment of the principal of the Loans and/or the Reimbursement
Obligations shall have occurred, it shall be deemed to be a default for purposes
of Section 11.01 of the Indenture in the payment of the principal of the 2004-1
Collateral Bonds equal to the amount of such unpaid principal or Reimbursement
Obligations (but in no event in excess of the principal amount of the 2004-1
Collateral Bonds). If an Event of Default (as defined in the Credit Agreement)
with respect to the payment of interest on the Loans and/or the Reimbursement
Obligations or any fees shall have occurred, it shall be deemed to be a default
for purposes of Section 11.01 of the Indenture in the payment of the interest on
the 2004-1 Collateral Bonds equal to the amount of such unpaid interest or fees.
This bond is not redeemable except upon written demand of the Agent
following the occurrence of an Event of Default under the Credit Agreement and
the acceleration of the Obligations, as provided in Section 9.2 of the Credit
Agreement. This bond is not redeemable by the operation of the improvement fund
or the maintenance and replacement provisions of the Indenture or with the
proceeds of released property.
In case of certain defaults as specified in the Indenture, the principal
of this bond may be declared or may become due and payable on the conditions, at
the time, in the manner and with
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the effect provided in the Indenture. The holders of certain specified
percentages of the bonds at the time outstanding, including in certain cases
specified percentages of bonds of particular series, may in certain cases, to
the extent and as provided in the Indenture, waive certain defaults thereunder
and the consequences of such defaults.
The Indenture contains provisions permitting the Company and the Trustee,
with the consent of the holders of not less than seventy-five per centum in
principal amount of the bonds (exclusive of bonds disqualified by reason of the
Company's interest therein) at the time outstanding, including, if more than one
series of bonds shall be at the time outstanding, not less than sixty per centum
in principal amount of each series affected, to effect, by an indenture
supplemental to the Indenture, modifications or alterations of the Indenture and
of the rights and obligations of the Company and the rights of the holders of
the bonds and coupons; provided, however, that no such modification or
alteration shall be made without the written approval or consent of the holder
hereof which will (a) extend the maturity of this bond or reduce the rate or
extend the time of payment of interest hereon or reduce the amount of the
principal hereof, or (b) permit the creation of any lien, not otherwise
permitted, prior to or on a parity with the lien of the Indenture, or (c) reduce
the percentage of the principal amount of the bonds the holders of which are
required to approve any such supplemental indenture.
The Company reserves the right, without any consent, vote or other action
by holders of the 2004-1 Collateral Bonds or any other series created after the
Sixty-eighth Supplemental Indenture, to amend the Indenture to reduce the
percentage of the principal amount of bonds the holders of which are required to
approve any supplemental indenture (other than any supplemental indenture which
is subject to the proviso contained in the immediately preceding sentence) (a)
from not less than seventy-five per centum (including sixty per centum of each
series affected) to not less than a majority in principal amount of the bonds at
the time outstanding or (b) in case fewer than all series are affected, not less
than a majority in principal amount of the bonds of all affected series, voting
together.
No recourse shall be had for the payment of the principal of or interest
on this bond, or for any claim based hereon, or otherwise in respect hereof or
of the Indenture, to or against any incorporator, stockholder, director or
officer, past, present or future, as such, of the Company, or of any predecessor
or successor company, either directly or through the Company, or such
predecessor or successor company, or otherwise, under any constitution or
statute or rule of law, or by the enforcement of any assessment or penalty, or
otherwise, all such liability of incorporators, stockholders, directors and
officers, as such, being waived and released by the holder and owner hereof by
the acceptance of this bond and being likewise waived and released by the terms
of the Indenture.
This bond shall be exchangeable for other registered bonds of the same
series, in the manner and upon the conditions prescribed in the Indenture, upon
the surrender of such bonds at the Investor Services Department of the Company,
as transfer agent. However, notwithstanding the provisions of Section 2.05 of
the Indenture, no charge shall be made upon any registration of transfer or
exchange of bonds of said series other than for any tax or taxes or other
governmental charge required to be paid by the Company.
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The Agent shall surrender this bond to the Trustee when all of the
principal of and interest on the Loans and Reimbursement Obligations arising
under the Credit Agreement, and all of the fees payable pursuant to the Credit
Agreement with respect to the Obligations shall have been duly paid, and the
Credit Agreement shall have been terminated.
[END OF FORM OF REGISTERED BOND
OF THE 2004-1 COLLATERAL BONDS]
AND WHEREAS all acts and things necessary to make the 2004-1 Collateral
Bonds (the "Collateral Bonds"), when duly executed by the Company and
authenticated by the Trustee or its agent and issued as prescribed in the
Indenture, as heretofore supplemented and amended, and this Supplemental
Indenture provided, the valid, binding and legal obligations of the Company, and
to constitute the Indenture, as supplemented and amended as aforesaid, as well
as by this Supplemental Indenture, a valid, binding and legal instrument for the
security thereof, have been done and performed, and the creation, execution and
delivery of this Supplemental Indenture and the creation, execution and issuance
of bonds subject to the terms hereof and of the Indenture, as so supplemented
and amended, have in all respects been duly authorized;
NOW, THEREFORE, in consideration of the premises, of the acceptance and
purchase by the holders thereof of the bonds issued and to be issued under the
Indenture, as supplemented and amended as above set forth, and of the sum of One
Dollar duly paid by the Trustee to the Company, and of other good and valuable
considerations, the receipt whereof is hereby acknowledged, and for the purpose
of securing the due and punctual payment of the principal of and premium, if
any, and interest on all bonds now outstanding under the Indenture and the
$500,000,000 principal amount of the Collateral Bonds and all other bonds which
shall be issued under the Indenture, as supplemented and amended from time to
time, and for the purpose of securing the faithful performance and observance of
all covenants and conditions therein, and in any indenture supplemental thereto,
set forth, the Company has given, granted, bargained, sold, released,
transferred, assigned, hypothecated, pledged, mortgaged, confirmed, set over,
warranted, alienated and conveyed and by these presents does give, grant,
bargain, sell, release, transfer, assign, hypothecate, pledge, mortgage,
confirm, set over, warrant, alien and convey unto JPMorgan Chase Bank, as
Trustee, as provided in the Indenture, and its successor or successors in the
trust thereby and hereby created and to its or their assigns forever, all the
right, title and interest of the Company in and to all the property, described
in Section 11 hereof, together (subject to the provisions of Article X of the
Indenture) with the tolls, rents, revenues, issues, earnings, income, products
and profits thereof, excepting, however, the property, interests and rights
specifically excepted from the lien of the Indenture as set forth in the
Indenture.
TOGETHER WITH all and singular the tenements, hereditaments and
appurtenances belonging or in any wise appertaining to the premises, property,
franchises and rights, or any thereof, referred to in the foregoing granting
clause, with the reversion and reversions, remainder and remainders and (subject
to the provisions of Article X of the Indenture) the tolls, rents, revenues,
issues, earnings, income, products and profits thereof, and all the estate,
right, title and interest and claim whatsoever, at law as well as in equity,
which the Company now has or may
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hereafter acquire in and to the aforesaid premises, property, franchises and
rights and every part and parcel thereof.
SUBJECT, HOWEVER, with respect to such premises, property, franchises and
rights, to excepted encumbrances as said term is defined in Section 1.02 of the
Indenture, and subject also to all defects and limitations of title and to all
encumbrances existing at the time of acquisition. TO HAVE AND TO HOLD all said
premises, property, franchises and rights hereby conveyed, assigned, pledged or
mortgaged, or intended so to be, unto the Trustee, its successor or successors
in trust and their assigns forever;
BUT IN TRUST, NEVERTHELESS, with power of sale for the equal and
proportionate benefit and security of the holders of all bonds now or hereafter
authenticated and delivered under and secured by the Indenture and interest
coupons appurtenant thereto, pursuant to the provisions of the Indenture and of
any supplemental indenture, and for the enforcement of the payment of said bonds
and coupons when payable and the performance of and compliance with the
covenants and conditions of the Indenture and of any supplemental indenture,
without any preference, distinction or priority as to lien or otherwise of any
bond or bonds over others by reason of the difference in time of the actual
authentication, delivery, issue, sale or negotiation thereof or for any other
reason whatsoever, except as otherwise expressly provided in the Indenture; and
so that each and every bond now or hereafter authenticated and delivered
thereunder shall have the same lien, and so that the principal of and premium,
if any, and interest on every such bond shall, subject to the terms thereof, be
equally and proportionately secured, as if it had been made, executed,
authenticated, delivered, sold and negotiated simultaneously with the execution
and delivery thereof.
AND IT IS EXPRESSLY DECLARED by the Company that all bonds authenticated
and delivered under and secured by the Indenture, as supplemented and amended as
above set forth, are to be issued, authenticated and delivered, and all said
premises, property, franchises and rights hereby and by the Indenture and
indentures supplemental thereto conveyed, assigned, pledged or mortgaged, or
intended so to be, are to be dealt with and disposed of under, upon and subject
to the terms, conditions, stipulations, covenants, agreements, trusts, uses and
purposes expressed in the Indenture, as supplemented and amended as above set
forth, and the parties hereto mutually agree as follows:
SECTION 1. There is hereby created a series of bonds (the "2004-1 Interest
Bearing Collateral Bonds") designated as hereinabove provided, which shall also
bear the descriptive title "First Mortgage Bond", and the form thereof shall be
substantially as hereinbefore set forth (the "Sample Bond"). The 2004-1 Interest
Bearing Collateral Bonds shall be issued in the aggregate principal amount of
$500,000,000, shall mature on the Termination Date (as such term is defined in
the Credit Agreement) and shall be issued only as registered bonds without
coupons in denominations of $1,000 and any multiple thereof. The serial numbers
of the Collateral Bonds shall be such as may be approved by any officer of the
Company, the execution thereof by any such officer either manually or by
facsimile signature to be conclusive evidence of such approval. The Collateral
Bonds are to be issued to and registered in the name of the Agent under the
Credit Agreement (as such terms are defined in the Sample Bond) to evidence and
secure any and all Obligations (as such term is defined in the Credit Agreement)
of the Company under the Credit Agreement.
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The 2004-1 Collateral Bonds shall bear interest as set forth in the Sample
Bond. The principal of and the interest on said bonds shall be payable as set
forth in the Sample Bond.
The obligation of the Company to make payments with respect to the
principal of 2004-1 Interest Bearing Collateral Bonds shall be fully or
partially, as the case may be, satisfied and discharged to the extent that, at
the time that any such payment shall be due, the then due principal of the Loans
and/or the Reimbursement Obligations included in the the Obligations shall have
been fully or partially paid. Satisfaction of any obligation to the extent that
payment is made with respect to the Loans and/or the Reimbursement Obligations
means that if any payment is made on the principal of the Loans and/or the
Reimbursement Obligations, a corresponding payment obligation with respect to
the principal of the 2004-1 Collateral Bonds shall be deemed discharged in the
same amount as the payment with respect to the Loans and/or the Reimbursement
Obligations discharges the outstanding obligation with respect to such Loans
and/or Reimbursement Obligations. No such payment of principal shall reduce the
principal amount of the 2004-1 Collateral Bonds.
The obligation of the Company to make payments with respect to the
interest on 2004-1 Collateral Bonds shall be fully or partially, as the case may
be, satisfied and discharged to the extent that, at the time that any such
payment shall be due, the then due interest and/or fees under the Credit
Agreement, shall have been fully or partially paid. Satisfaction of any
obligation to the extent that payment is made with respect to the interest
and/or fees under the Credit Agreement means that if any payment is made on the
interest and/or fees under the Credit Agreement, a corresponding payment
obligation with respect to the interest on the 2004-1 Collateral Bonds shall be
deemed discharged in the same amount as the payment with respect to the interest
and/or fees discharges the outstanding obligation with respect to such interest
and/or fees.
The Trustee may at any time and all times conclusively assume that the
obligation of the Company to make payments with respect to the principal of and
interest on the Collateral Bonds, so far as such payments at the time have
become due, has been fully satisfied and discharged unless and until the Trustee
shall have received a written notice from the Agent stating (i) that timely
payment of principal and interest on the 2004-1 Collateral Bonds has not been
made, (ii) that the Company is in arrears as to the payments required to be made
by it to the Agent pursuant to the Credit Agreement, and (iii) the amount of the
arrearage.
The Collateral Bonds shall be exchangeable for other registered bonds of
the same series, in the manner and upon the conditions prescribed in the
Indenture, upon the surrender of such bonds at the Investor Services Department
of the Company, as transfer agent. However, notwithstanding the provisions of
Section 2.05 of the Indenture, no charge shall be made upon any registration of
transfer or exchange of bonds of said series other than for any tax or taxes or
other governmental charge required to be paid by the Company.
SECTION 2. The Collateral Bonds are not redeemable by the operation of the
maintenance and replacement provisions of this Indenture or with the proceeds of
released property.
SECTION 3. Upon the occurrence of an Event of Default under the Credit
Agreement and the acceleration of the Obligations, the Collateral Bonds shall be
redeemable in whole upon
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receipt by the Trustee of a written demand from the Agent stating that there has
occurred under the Credit Agreement both an Event of Default and a declaration
of acceleration of the Obligations and demanding redemption of the Collateral
Bonds (including a description of the amount of principal, interest and fees
which comprise such Obligations). The Company waives any right it may have to
prior notice of such redemption under the Indenture. Upon surrender of the
Collateral Bonds by the Agent to the Trustee, the Collateral Bonds shall be
redeemed at a redemption price equal to the aggregate amount of the Obligations.
SECTION 4. The Company reserves the right, without any consent, vote or
other action by the holder of the Collateral Bonds or of any subsequent series
of bonds issued under the Indenture, to make such amendments to the Indenture,
as supplemented, as shall be necessary in order to amend Section 17.02 to read
as follows:
SECTION 17.02. With the consent of the holders of not less than a
majority in principal amount of the bonds at the time outstanding or their
attorneys-in-fact duly authorized, or, if fewer than all series are
affected, not less than a majority in principal amount of the bonds at the
time outstanding of each series the rights of the holders of which are
affected, voting together, the Company, when authorized by a resolution,
and the Trustee may from time to time and at any time enter into an
indenture or indentures supplemental hereto for the purpose of adding any
provisions to or changing in any manner or eliminating any of the
provisions of this Indenture or of any supplemental indenture or modifying
the rights and obligations of the Company and the rights of the holders of
any of the bonds and coupons; provided, however, that no such supplemental
indenture shall (1) extend the maturity of any of the bonds or reduce the
rate or extend the time of payment of interest thereon, or reduce the
amount of the principal thereof, or reduce any premium payable on the
redemption thereof, without the consent of the holder of each bond so
affected, or (2) permit the creation of any lien, not otherwise permitted,
prior to or on a parity with the lien of this Indenture, without the
consent of the holders of all the bonds then outstanding, or (3) reduce
the aforesaid percentage of the principal amount of bonds the holders of
which are required to approve any such supplemental indenture, without the
consent of the holders of all the bonds then outstanding. For the purposes
of this Section, bonds shall be deemed to be affected by a supplemental
indenture if such supplemental indenture adversely affects or diminishes
the rights of holders thereof against the Company or against its property.
The Trustee may in its discretion determine whether or not, in accordance
with the foregoing, bonds of any particular series would be affected by
any supplemental indenture and any such determination shall be conclusive
upon the holders of bonds of such series and all other series. Subject to
the provisions of Sections 16.02 and 16.03 hereof, the Trustee shall not
be liable for any determination made in good faith in connection herewith.
Upon the written request of the Company, accompanied by a resolution
authorizing the execution of any such supplemental indenture, and upon the
filing with the Trustee of evidence of the consent of bondholders as
aforesaid (the instrument or instruments evidencing such consent to be
dated within one year of
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such request), the Trustee shall join with the Company in the execution of
such supplemental indenture unless such supplemental indenture affects the
Trustee's own rights, duties or immunities under this Indenture or
otherwise, in which case the Trustee may in its discretion but shall not
be obligated to enter into such supplemental indenture.
It shall not be necessary for the consent of the bondholders under
this Section to approve the particular form of any proposed supplemental
indenture, but it shall be sufficient if such consent shall approve the
substance thereof.
The Company and the Trustee, if they so elect, and either before or
after such consent has been obtained, may require the holder of any bond
consenting to the execution of any such supplemental indenture to submit
his bond to the Trustee or to ask such bank, banker or trust company as
may be designated by the Trustee for the purpose, for the notation thereon
of the fact that the holder of such bond has consented to the execution of
such supplemental indenture, and in such case such notation, in form
satisfactory to the Trustee, shall be made upon all bonds so submitted,
and such bonds bearing such notation shall forthwith be returned to the
persons entitled thereto.
Prior to the execution by the Company and the Trustee of any
supplemental indenture pursuant to the provisions of this Section, the
Company shall publish a notice, setting forth in general terms the
substance of such supplemental indenture, at least once in one daily
newspaper of general circulation in each city in which the principal of
any of the bonds shall be payable, or, if all bonds outstanding shall be
registered bonds without coupons or coupon bonds registered as to
principal, such notice shall be sufficiently given if mailed, first class,
postage prepaid, and registered if the Company so elects, to each
registered holder of bonds at the last address of such holder appearing on
the registry books, such publication or mailing, as the case may be, to be
made not less than thirty days prior to such execution. Any failure of the
Company to give such notice, or any defect therein, shall not, however, in
any way impair or affect the validity of any such supplemental indenture.
SECTION 5. As supplemented and amended as above set forth, the Indenture
is in all respects ratified and confirmed, and the Indenture and all indentures
supplemental thereto shall be read, taken and construed as one and the same
instrument.
SECTION 6. Nothing contained in this Supplemental Indenture shall, or
shall be construed to, confer upon any person other than a holder of bonds
issued under the Indenture, as supplemented and amended as above set forth, the
Company, the Trustee and the Agent, for the benefit of the Banks (as such term
is defined in the Credit Agreement), any right or interest to avail himself of
any benefit under any provision of the Indenture, as so supplemented and
amended.
SECTION 7. The Trustee assumes no responsibility for or in respect of the
validity or sufficiency of this Supplemental Indenture or of the Indenture as
hereby supplemented or the due execution hereof by the Company or for or in
respect of the recitals and statements contained
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herein (other than those contained in the sixth, seventh and eighth recitals
hereof), all of which recitals and statements are made solely by the Company.
SECTION 8. This Supplemental Indenture may be simultaneously executed in
several counterparts and all such counterparts executed and delivered, each as
an original, shall constitute but one and the same instrument.
SECTION 9. In the event the date of any notice required or permitted
hereunder shall not be a Business Day, then (notwithstanding any other provision
of the Indenture or of any supplemental indenture thereto) such notice need not
be made on such date, but may be made on the next succeeding Business Day with
the same force and effect as if made on the date fixed for such notice.
"Business Day" means, with respect to this Section 9, any day, other than a
Saturday or Sunday, on which banks generally are open in Chicago, Illinois and
New York, New York for the conduct of substantially all of their commercial
lending activities and on which interbank wire transfers can be made on the
Fedwire system.
SECTION 10. This Supplemental Indenture and the Collateral Bonds shall
be governed by and deemed to be a contract under, and construed in accordance
with, the laws of the State of Michigan, and for all purposes shall be construed
in accordance with the laws of such state, except as may otherwise be required
by mandatory provisions of law.
SECTION 11. Detailed Description of Property Mortgaged:
I.
ELECTRIC GENERATING PLANTS AND DAMS
All the electric generating plants and stations of the Company,
constructed or otherwise acquired by it and not heretofore described in the
Indenture or any supplement thereto and not heretofore released from the lien of
the Indenture, including all powerhouses, buildings, reservoirs, dams,
pipelines, flumes, structures and works and the land on which the same are
situated and all water rights and all other lands and easements, rights of way,
permits, privileges, towers, poles, wires, machinery, equipment, appliances,
appurtenances and supplies and all other property, real or personal, forming a
part of or appertaining to or used, occupied or enjoyed in connection with such
plants and stations or any of them, or adjacent thereto.
II.
ELECTRIC TRANSMISSION LINES
All the electric transmission lines of the Company, constructed or
otherwise acquired by it and not heretofore described in the Indenture or any
supplement thereto and not heretofore released from the lien of the Indenture,
including towers, poles, pole lines, wires, switches, switch racks,
switchboards, insulators and other appliances and equipment, and all other
property, real or personal, forming a part of or appertaining to or used,
occupied or enjoyed in connection with such transmission lines or any of them or
adjacent thereto; together with all real property, rights of way, easements,
permits, privileges, franchises and rights for or relating to the construction,
maintenance or operation thereof, through, over, under or upon any private
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property or any public streets or highways, within as well as without the
corporate limits of any municipal corporation. Also all the real property,
rights of way, easements, permits, privileges and rights for or relating to the
construction, maintenance or operation of certain transmission lines, the land
and rights for which are owned by the Company, which are either not built or now
being constructed.
III.
ELECTRIC DISTRIBUTION SYSTEMS
All the electric distribution systems of the Company, constructed or
otherwise acquired by it and not heretofore described in the Indenture or any
supplement thereto and not heretofore released from the lien of the Indenture,
including substations, transformers, switchboards, towers, poles, wires,
insulators, subways, trenches, conduits, manholes, cables, meters and other
appliances and equipment, and all other property, real or personal, forming a
part of or appertaining to or used, occupied or enjoyed in connection with such
distribution systems or any of them or adjacent thereto; together with all real
property, rights of way, easements, permits, privileges, franchises, grants and
rights, for or relating to the construction, maintenance or operation thereof,
through, over, under or upon any private property or any public streets or
highways within as well as without the corporate limits of any municipal
corporation.
IV.
ELECTRIC SUBSTATIONS, SWITCHING STATIONS AND SITES
All the substations, switching stations and sites of the Company,
constructed or otherwise acquired by it and not heretofore described in the
Indenture or any supplement thereto and not heretofore released from the lien of
the Indenture, for transforming, regulating, converting or distributing or
otherwise controlling electric current at any of its plants and elsewhere,
together with all buildings, transformers, wires, insulators and other
appliances and equipment, and all other property, real or personal, forming a
part of or appertaining to or used, occupied or enjoyed in connection with any
of such substations and switching stations, or adjacent thereto, with sites to
be used for such purposes.
V.
GAS COMPRESSOR STATIONS, GAS PROCESSING PLANTS, DESULPHURIZATION
STATIONS, METERING STATIONS, ODORIZING STATIONS, REGULATORS AND
SITES
All the compressor stations, processing plants, desulphurization stations,
metering stations, odorizing stations, regulators and sites of the Company,
constructed or otherwise acquired by it and not heretofore described in the
Indenture or any supplement thereto and not heretofore released from the lien of
the Indenture, for compressing, processing, desulphurizing, metering, odorizing
and regulating manufactured or natural gas at any of its plants and elsewhere,
together with all buildings, meters and other appliances and equipment, and all
other property, real or personal, forming a part of or appertaining to or used,
occupied or enjoyed in connection with any of such purposes, with sites to be
used for such purposes.
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VI.
GAS STORAGE FIELDS
The natural gas rights and interests of the Company, including wells and
well lines (but not including natural gas, oil and minerals), the gas gathering
system, the underground gas storage rights, the underground gas storage wells
and injection and withdrawal system used in connection therewith, constructed or
otherwise acquired by it and not heretofore described in the Indenture or any
supplement thereto and not heretofore released from the lien of the Indenture:
In the Overisel Gas Storage Field, located in the Township of Overisel, Allegan
County, and in the Township of Zeeland, Ottawa County, Michigan; in the
Northville Gas Storage Field located in the Township of Salem, Washtenaw County,
Township of Lyon, Oakland County, and the Townships of Northville and Plymouth
and City of Plymouth, Wayne County, Michigan; in the Salem Gas Storage Field,
located in the Township of Salem, Allegan County, and in the Township of
Jamestown, Ottawa County, Michigan; in the Ray Gas Storage Field, located in the
Townships of Ray and Armada, Macomb County, Michigan; in the Lenox Gas Storage
Field, located in the Townships of Lenox and Chesterfield, Macomb County,
Michigan; in the Ira Gas Storage Field, located in the Township of Ira, St.
Clair County, Michigan; in the Puttygut Gas Storage Field, located in the
Township of Casco, St. Clair County, Michigan; in the Four Corners Gas Storage
Field, located in the Townships of Casco, China, Cottrellville and Ira, St.
Clair County, Michigan; in the Swan Creek Gas Storage Field, located in the
Township of Casco and Ira, St. Clair County, Michigan; and in the Hessen Gas
Storage Field, located in the Townships of Casco and Columbus, St. Clair,
Michigan.
VII.
GAS TRANSMISSION LINES
All the gas transmission lines of the Company, constructed or otherwise
acquired by it and not heretofore described in the Indenture or any supplement
thereto and not heretofore released from the lien of the Indenture, including
gas mains, pipes, pipelines, gates, valves, meters and other appliances and
equipment, and all other property, real or personal, forming a part of or
appertaining to or used, occupied or enjoyed in connection with such
transmission lines or any of them or adjacent thereto; together with all real
property, right of way, easements, permits, privileges, franchises and rights
for or relating to the construction, maintenance or operation thereof, through,
over, under or upon any private property or any public streets or highways,
within as well as without the corporate limits of any municipal corporation.
VIII.
GAS DISTRIBUTION SYSTEMS
All the gas distribution systems of the Company, constructed or otherwise
acquired by it and not heretofore described in the Indenture or any supplement
thereto and not heretofore released from the lien of the Indenture, including
tunnels, conduits, gas mains and pipes, service pipes, fittings, gates, valves,
connections, meters and other appliances and equipment, and all other property,
real or personal, forming a part of or appertaining to or used, occupied or
enjoyed in connection with such distribution systems or any of them or adjacent
thereto; together with all
-15-
real property, rights of way, easements, permits, privileges, franchises, grants
and rights, for or relating to the construction, maintenance or operation
thereof, through, over, under or upon any private property or any public streets
or highways within as well as without the corporate limits of any municipal
corporation.
IX.
OFFICE BUILDINGS, SERVICE BUILDINGS, GARAGES, ETC.
All office, garage, service and other buildings of the Company, wherever
located, in the State of Michigan, constructed or otherwise acquired by it and
not heretofore described in the Indenture or any supplement thereto and not
heretofore released from the lien of the Indenture, together with the land on
which the same are situated and all easements, rights of way and appurtenances
to said lands, together with all furniture and fixtures located in said
buildings.
X.
TELEPHONE PROPERTIES AND
RADIO COMMUNICATION EQUIPMENT
All telephone lines, switchboards, systems and equipment of the Company,
constructed or otherwise acquired by it and not heretofore described in the
Indenture or any supplement thereto and not heretofore released from the lien of
the Indenture, used or available for use in the operation of its properties, and
all other property, real or personal, forming a part of or appertaining to or
used, occupied or enjoyed in connection with such telephone properties or any of
them or adjacent thereto; together with all real estate, rights of way,
easements, permits, privileges, franchises, property, devices or rights related
to the dispatch, transmission, reception or reproduction of messages,
communications, intelligence, signals, light, vision or sound by electricity,
wire or otherwise, including all telephone equipment installed in buildings used
as general and regional offices, substations and generating stations and all
telephone lines erected on towers and poles; and all radio communication
equipment of the Company, together with all property, real or personal (except
any in the Indenture expressly excepted), fixed stations, towers, auxiliary
radio buildings and equipment, and all appurtenances used in connection
therewith, wherever located, in the State of Michigan.
XI.
OTHER REAL PROPERTY
All other real property of the Company and all interests therein, of every
nature and description (except any in the Indenture expressly excepted) wherever
located, in the State of Michigan, acquired by it and not heretofore described
in the Indenture or any supplement thereto and not heretofore released from the
lien of the Indenture. Such real property includes but is not limited to the
following described property, such property is subject to any interests that
were excepted or reserved in the conveyance to the Company:
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ALCONA COUNTY
Certain land in Caledonia Township, Alcona County, Michigan described as:
The East 330 feet of the South 660 feet of the SW 1/4 of the SW 1/4
of Section 8, T28N, R8E, except the West 264 feet of the South 330 feet
thereof; said land being more particularly described as follows: To find
the place of beginning of this description, commence at the Southwest
corner of said section, run thence East along the South line of said
section 1243 feet to the place of beginning of this description, thence
continuing East along said South line of said section 66 feet to the West
1/8 line of said section, thence N 02 degrees 09' 30" E along the said
West 1/8 line of said section 660 feet, thence West 330 feet, thence S 02
degrees 09' 30" W, 330 feet, thence East 264 feet, thence S 02 degrees 09'
30" W, 330 feet to the place of beginning.
ALLEGAN COUNTY
Certain land in Lee Township, Allegan County, Michigan described as:
The NE 1/4 of the NW 1/4 of Section 16, T1N, R15W.
ALPENA COUNTY
Certain land in Wilson and Green Townships, Alpena County, Michigan
described as:
All that part of the S'ly 1/2 of the former Boyne City-Gaylord and
Alpena Railroad right of way, being the Southerly 50 feet of a 100 foot
strip of land formerly occupied by said Railroad, running from the East
line of Section 31, T31N, R7E, Southwesterly across said Section 31 and
Sections 5 and 6 of T30N, R7E and Sections 10, 11 and the E 1/2 of Section
9, except the West 1646 feet thereof, all in T30N, R6E.
ANTRIM COUNTY
Certain land in Mancelona Township, Antrim County, Michigan described as:
The S 1/2 of the NE 1/4 of Section 33, T29N, R6W, excepting
therefrom all mineral, coal, oil and gas and such other rights as were
reserved unto the State of Michigan in that certain deed running from the
State of Michigan to August W. Schack and Emma H. Schack, his wife, dated
April 15, 1946 and recorded May 20, 1946 in Liber 97 of Deeds on page 682
of Antrim County Records.
ARENAC COUNTY
Certain land in Standish Township, Arenac County, Michigan described as:
A parcel of land in the SW 1/4 of the NW 1/4 of Section 12, T18N,
R4E, described as follows: To find the place of beginning of said parcel
of land,
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commence at the Northwest corner of Section 12, T18N, R4E; run thence
South along the West line of said section, said West line of said section
being also the center line of East City Limits Road 2642.15 feet to the W
1/4 post of said section and the place of beginning of said parcel of
land; running thence N 88 degrees 26' 00" E along the East and West 1/4
line of said section, 660.0 feet; thence North parallel with the West line
of said section, 310.0 feet; thence S 88 degrees 26' 00" W, 330.0 feet;
thence South parallel with the West line of said section, 260.0 feet;
thence S 88 degrees 26' 00" W, 330.0 feet to the West line of said section
and the center line of East City Limits Road; thence South along the said
West line of said section, 50.0 feet to the place of beginning.
BARRY COUNTY
Certain land in Johnstown Township, Barry County, Michigan described as:
A strip of land 311 feet in width across the SW 1/4 of the NE 1/4 of
Section 31, T1N, R8W, described as follows: To find the place of beginning
of this description, commence at the E 1/4 post of said section; run
thence N 00 degrees 55' 00" E along the East line of said section, 555.84
feet; thence N 59 degrees 36' 20" W, 1375.64 feet; thence N 88 degrees 30'
00" W, 130 feet to a point on the East 1/8 line of said section and the
place of beginning of this description; thence continuing N 88 degrees 30'
00" W, 1327.46 feet to the North and South 1/4 line of said section;
thence S 00 degrees 39'35" W along said North and South 1/4 line of said
section, 311.03 feet to a point, which said point is 952.72 feet distant
N'ly from the East and West 1/4 line of said section as measured along
said North and South 1/4 line of said section; thence S 88 degrees 30' 00"
E, 1326.76 feet to the East 1/8 line of said section; thence N 00 degrees
47' 20" E along said East 1/8 line of said section, 311.02 feet to the
place of beginning.
BAY COUNTY
Certain land in Frankenlust Township, Bay County, Michigan described as:
The South 250 feet of the N 1/2 of the W 1/2 of the W 1/2 of the SE
1/4 of Section 9, T13N, R4E.
BENZIE COUNTY
Certain land in Benzonia Township, Benzie County, Michigan described as:
A parcel of land in the Northeast 1/4 of Section 7, Township 26
North, Range 14 West, described as beginning at a point on the East line
of said Section 7, said point being 320 feet North measured along the East
line of said section from the East 1/4 post; running thence West 165 feet;
thence North parallel with the East line of said section 165 feet; thence
East 165 feet to the East line of said section; thence South 165 feet to
the place of beginning.
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BRANCH COUNTY
Certain land in Girard Township, Branch County, Michigan described as:
A parcel of land in the NE 1/4 of Section 23 T5S, R6W, described as
beginning at a point on the North and South quarter line of said section
at a point 1278.27 feet distant South of the North quarter post of said
section, said distance being measured along the North and South quarter
line of said section, running thence S89 degrees21'E 250 feet, thence
North along a line parallel with the said North and South quarter line of
said section 200 feet, thence N89 degrees21'W 250 feet to the North and
South quarter line of said section, thence South along said North and
South quarter line of said section 200 feet to the place of beginning.
CALHOUN COUNTY
Certain land in Convis Township, Calhoun County, Michigan described as:
A parcel of land in the SE 1/4 of the SE 1/4 of Section 32, T1S,
R6W, described as follows: To find the place of beginning of this
description, commence at the Southeast corner of said section; run thence
North along the East line of said section 1034.32 feet to the place of
beginning of this description; running thence N 89 degrees 39' 52" W,
333.0 feet; thence North 290.0 feet to the South 1/8 line of said section;
thence S 89 degrees 39' 52" E along said South 1/8 line of said section
333.0 feet to the East line of said section; thence South along said East
line of said section 290.0 feet to the place of beginning. (Bearings are
based on the East line of Section 32, T1S, R6W, from the Southeast corner
of said section to the Northeast corner of said section assumed as North.)
CASS COUNTY
Certain easement rights located across land in Marcellus Township, Cass
County, Michigan described as:
The East 6 rods of the SW 1/4 of the SE 1/4 of Section 4, T5S, R13W.
CHARLEVOIX COUNTY
Certain land in South Arm Township, Charlevoix County, Michigan described
as:
A parcel of land in the SW 1/4 of Section 29, T32N, R7W, described
as follows: Beginning at the Southwest corner of said section and running
thence North along the West line of said section 788.25 feet to a point
which is 528 feet distant South of the South 1/8 line of said section as
measured along the said West line of said section; thence N 89 degrees 30'
19" E, parallel with said South 1/8 line of said section 442.1 feet;
thence South 788.15 feet to the South line of said section; thence S 89
degrees 29' 30" W, along said South line of said section 442.1 feet to the
place of beginning.
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CHEBOYGAN COUNTY
Certain land in Inverness Township, Cheboygan County, Michigan described
as:
A parcel of land in the SW frl 1/4 of Section 31, T37N, R2W,
described as beginning at the Northwest corner of the SW frl 1/4, running
thence East on the East and West quarter line of said Section, 40 rods,
thence South parallel to the West line of said Section 40 rods, thence
West 40 rods to the West line of said Section, thence North 40 rods to the
place of beginning.
CLARE COUNTY
Certain land in Frost Township, Clare County, Michigan described as:
The East 150 feet of the North 225 feet of the NW 1/4 of the NW 1/4
of Section 15, T20N, R4W.
CLINTON COUNTY
Certain land in Watertown Township, Clinton County, Michigan described as:
The NE 1/4 of the NE 1/4 of the SE 1/4 of Section 22, and the North
165 feet of the NW 1/4 of the NE 1/4 of the SE 1/4 of Section 22, T5N,
R3W.
CRAWFORD COUNTY
Certain land in Lovells Township, Crawford County, Michigan described as:
A parcel of land in Section 1, T28N, R1W, described as: Commencing
at NW corner said section; thence South 89 degrees53'30" East along North
section line 105.78 feet to point of beginning; thence South 89
degrees53'30" East along North section line 649.64 feet; thence South 55
degrees 42'30" East 340.24 feet; thence South 55 degrees 44' 37"" East
5,061.81 feet to the East section line; thence South 00 degrees 00' 08""
West along East section line 441.59 feet; thence North 55 degrees 44' 37"
West 5,310.48 feet; thence North 55 degrees 42'30" West 877.76 feet to
point of beginning.
EATON COUNTY
Certain land in Eaton Township, Eaton County, Michigan described as:
A parcel of land in the SW 1/4 of Section 6, T2N, R4W, described as
follows: To find the place of beginning of this description commence at
the Southwest corner of said section; run thence N 89 degrees 51' 30" E
along the South line of said section 400 feet to the place of beginning of
this description; thence continuing N 89 degrees 51' 30" E, 500 feet;
thence N 00 degrees 50' 00" W, 600 feet; thence S 89 degrees 51' 30" W
parallel with the South line of said section 500 feet; thence S 00 degrees
50' 00" E, 600 feet to the place of beginning.
-20-
EMMET COUNTY
Certain land in Wawatam Township, Emmet County, Michigan described as:
The West 1/2 of the Northeast 1/4 of the Northeast 1/4 of Section
23, T39N, R4W.
GENESEE COUNTY
Certain land in Argentine Township, Genesee County, Michigan described as:
A parcel of land of part of the SW 1/4 of Section 8, T5N, R5E, being
more particularly described as follows:
Beginning at a point of the West line of Duffield Road, 100 feet
wide, (as now established) distant 829.46 feet measured N01 degrees42'56"W
and 50 feet measured S88 degrees14'04"W from the South quarter corner,
Section 8, T5N, R5E; thence S88 degrees14'04"W a distance of 550 feet;
thence N01 degrees42'56"W a distance of 500 feet to a point on the North
line of the South half of the Southwest quarter of said Section 8; thence
N88 degrees14'04"E along the North line of South half of the Southwest
quarter of said Section 8 a distance 550 feet to a point on the West line
of Duffield Road, 100 feet wide (as now established); thence S01
degrees42'56"E along the West line of said Duffield Road a distance of 500
feet to the point of beginning.
GLADWIN COUNTY
Certain land in Secord Township, Gladwin County, Michigan described as:
The East 400 feet of the South 450 feet of Section 2, T19N, R1E.
GRAND TRAVERSE COUNTY
Certain land in Mayfield Township, Grand Traverse County, Michigan
described as:
A parcel of land in the Northwest 1/4 of Section 3, T25N, R11W,
described as follows: Commencing at the Northwest corner of said section,
running thence S 89 degrees19'15" E along the North line of said section
and the center line of Clouss Road 225 feet, thence South 400 feet, thence
N 89 degrees19'15" W 225 feet to the West line of said section and the
center line of Hannah Road, thence North along the West line of said
section and the center line of Hannah Road 400 feet to the place of
beginning for this description.
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GRATIOT COUNTY
Certain land in Fulton Township, Gratiot County, Michigan described as:
A parcel of land in the NE 1/4 of Section 7, Township 9 North, Range
3 West, described as beginning at a point on the North line of George
Street in the Village of Middleton, which is 542 feet East of the North
and South one-quarter (1/4) line of said Section 7; thence North 100 feet;
thence East 100 feet; thence South 100 feet to the North line of George
Street; thence West along the North line of George Street 100 feet to
place of beginning.
HILLSDALE COUNTY
Certain land in Litchfield Village, Hillsdale County, Michigan described
as:
Lot 238 of Assessors Plat of the Village of Litchfield.
HURON COUNTY
Certain easement rights located across land in Sebewaing Township, Huron
County, Michigan described as:
The North 1/2 of the Northwest 1/4 of Section 15, T15N, R9E.
INGHAM COUNTY
Certain land in Vevay Township, Ingham County, Michigan described as:
A parcel of land 660 feet wide in the Southwest 1/4 of Section 7
lying South of the centerline of Sitts Road as extended to the North-South
1/4 line of said Section 7, T2N, R1W, more particularly described as
follows: Commence at the Southwest corner of said Section 7, thence North
along the West line of said Section 2502.71 feet to the centerline of
Sitts Road; thence South 89 degrees54'45" East along said centerline
2282.38 feet to the place of beginning of this description; thence
continuing South 89 degrees54'45" East along said centerline and said
centerline extended 660.00 feet to the North-South 1/4 line of said
section; thence South 00 degrees07'20" West 1461.71 feet; thence North 89
degrees34'58" West 660.00 feet; thence North 00 degrees07'20" East 1457.91
feet to the centerline of Sitts Road and the place of beginning.
IONIA COUNTY
Certain land in Sebewa Township, Ionia County, Michigan described as:
A strip of land 280 feet wide across that part of the SW 1/4 of the
NE 1/4 of Section 15, T5N, R6W, described as follows:
To find the place of beginning of this description commence at the E
1/4 corner of said section; run thence N 00 degrees 05' 38" W along the
East line of
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said section, 1218.43 feet; thence S 67 degrees 18' 24" W, 1424.45 feet to
the East 1/8 line of said section and the place of beginning of this
description; thence continuing S 67 degrees 18' 24" W, 1426.28 feet to the
North and South 1/4 line of said section at a point which said point is
105.82 feet distant N'ly of the center of said section as measured along
said North and South 1/4 line of said section; thence N 00 degrees 04' 47"
E along said North and South 1/4 line of said section, 303.67 feet; thence
N 67 degrees 18' 24" E, 1425.78 feet to the East 1/8 line of said section;
thence S 00 degrees 00' 26" E along said East 1/8 line of said section,
303.48 feet to the place of beginning. (Bearings are based on the East
line of Section 15, T5N, R6W, from the E 1/4 corner of said section to the
Northeast corner of said section assumed as N 00 degrees 05' 38" W.)
IOSCO COUNTY
Certain land in Alabaster Township, Iosco County, Michigan described as:
A parcel of land in the NW 1/4 of Section 34, T21N, R7E, described
as follows: To find the place of beginning of this description commence at
the N 1/4 post of said section; run thence South along the North and South
1/4 line of said section, 1354.40 feet to the place of beginning of this
description; thence continuing South along the said North and South 1/4
line of said section, 165.00 feet to a point on the said North and South
1/4 line of said section which said point is 1089.00 feet distant North of
the center of said section; thence West 440.00 feet; thence North 165.00
feet; thence East 440.00 feet to the said North and South 1/4 line of said
section and the place of beginning.
ISABELLA COUNTY
Certain land in Chippewa Township, Isabella County, Michigan described as:
The North 8 rods of the NE 1/4 of the SE 1/4 of Section 29, T14N,
R3W.
JACKSON COUNTY
Certain land in Waterloo Township, Jackson County, Michigan described as:
A parcel of land in the North fractional part of the N fractional
1/2 of Section 2, T1S, R2E, described as follows: To find the place of
beginning of this description commence at the E 1/4 post of said section;
run thence N 01 degrees 03' 40" E along the East line of said section
1335.45 feet to the North 1/8 line of said section and the place of
beginning of this description; thence N 89 degrees 32' 00" W, 2677.7 feet
to the North and South 1/4 line of said section; thence S 00 degrees 59'
25" W along the North and South 1/4 line of said section 22.38 feet to the
North 1/8 line of said section; thence S 89 degrees 59' 10" W along the
North 1/8 line of said section 2339.4 feet to the center line of State
Trunkline Highway M-52; thence N 53 degrees 46' 00" W along the center
line of said State Trunkline Highway 414.22 feet to the West line of said
section; thence N 00 degrees 55' 10" E along the West line of said section
74.35 feet; thence S 89
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degrees 32' 00" E, 5356.02 feet to the East line of said section; thence S
01 degrees 03' 40" W along the East line of said section 250 feet to the
place of beginning.
KALAMAZOO COUNTY
Certain land in Alamo Township, Kalamazoo County, Michigan described as:
The South 350 feet of the NW 1/4 of the NW 1/4 of Section 16, T1S,
R12W, being more particularly described as follows: To find the place of
beginning of this description, commence at the Northwest corner of said
section; run thence S 00 degrees 36' 55" W along the West line of said
section 971.02 feet to the place of beginning of this description; thence
continuing S 00 degrees 36' 55" W along said West line of said section
350.18 feet to the North 1/8 line of said section; thence S 87 degrees 33'
40" E along the said North 1/8 line of said section 1325.1 feet to the
West 1/8 line of said section; thence N 00 degrees 38' 25" E along the
said West 1/8 line of said section 350.17 feet; thence N 87 degrees 33'
40" W, 1325.25 feet to the place of beginning.
KALKASKA COUNTY
Certain land in Kalkaska Township, Kalkaska County, Michigan described as:
The NW 1/4 of the SW 1/4 of Section 4, T27N, R7W, excepting
therefrom all mineral, coal, oil and gas and such other rights as were
reserved unto the State of Michigan in that certain deed running from the
Department of Conservation for the State of Michigan to George Welker and
Mary Welker, his wife, dated October 9, 1934 and recorded December 28,
1934 in Liber 39 on page 291 of Kalkaska County Records, and subject to
easement for pipeline purposes as granted to Michigan Consolidated Gas
Company by first party herein on April 4, 1963 and recorded June 21, 1963
in Liber 91 on page 631 of Kalkaska County Records.
KENT COUNTY
Certain land in Caledonia Township, Kent County, Michigan described as:
A parcel of land in the Northwest fractional 1/4 of Section 15, T5N,
R10W, described as follows: To find the place of beginning of this
description commence at the North 1/4 corner of said section, run thence S
0 degrees 59' 26" E along the North and South 1/4 line of said section
2046.25 feet to the place of beginning of this description, thence
continuing S 0 degrees 59' 26" E along said North and South 1/4 line of
said section 332.88 feet, thence S 88 degrees 58' 30" W 2510.90 feet to a
point herein designated "Point A" on the East bank of the Thornapple
River, thence continuing S 88 degrees 53' 30" W to the center thread of
the Thornapple River, thence NW'ly along the center thread of said
Thornapple River to a point which said point is S 88 degrees 58' 30" W of
a point on the East bank of the Thornapple River herein designated "Point
B", said "Point B" being N
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23 degrees 41' 35" W 360.75 feet from said above-described "Point A",
thence N 88 degrees 58' 30" E to said "Point B", thence continuing N 88
degrees 58' 30" E 2650.13 feet to the place of beginning. (Bearings are
based on the East line of Section 15, T5N, R10W between the East 1/4
corner of said section and the Northeast corner of said section assumed as
N 0 degrees 59' 55" W.)
LAKE COUNTY
Certain land in Pinora and Cherry Valley Townships, Lake County, Michigan
described as:
A strip of land 50 feet wide East and West along and adjoining the
West line of highway on the East side of the North 1/2 of Section 13 T18N,
R12W. Also a strip of land 100 feet wide East and West along and adjoining
the East line of the highway on the West side of following described land:
The South 1/2 of NW 1/4, and the South 1/2 of the NW 1/4 of the SW 1/4,
all in Section 6, T18N, R11W.
LAPEER COUNTY
Certain land in Hadley Township, Lapeer County, Michigan described as:
The South 825 feet of the W 1/2 of the SW 1/4 of Section 24, T6N,
R9E, except the West 1064 feet thereof.
LEELANAU COUNTY
Certain land in Cleveland Township, Leelanau County, Michigan described
as:
The North 200 feet of the West 180 feet of the SW 1/4 of the SE 1/4
of Section 35, T29N, R13W.
LENAWEE COUNTY
Certain land in Madison Township, Lenawee County, Michigan described as:
A strip of land 165 feet wide off the West side of the following
described premises: The E 1/2 of the SE 1/4 of Section 12. The E 1/2 of
the NE 1/4 and the NE 1/4 of the SE 1/4 of Section 13, being all in T7S,
R3E, excepting therefrom a parcel of land in the E 1/2 of the SE 1/4 of
Section 12, T7S, R3E, beginning at the Northwest corner of said E 1/2 of
the SE 1/4 of Section 12, running thence East 4 rods, thence South 6 rods,
thence West 4 rods, thence North 6 rods to the place of beginning.
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LIVINGSTON COUNTY
Certain land in Cohoctah Township, Livingston County, Michigan described
as:
Parcel 1
The East 390 feet of the East 50 rods of the SW 1/4 of Section 30,
T4N, R4E.
Parcel 2
A parcel of land in the NW 1/4 of Section 31, T4N, R4E, described as
follows: To find the place of beginning of this description commence at
the N 1/4 post of said section; run thence N 89 degrees 13' 06" W along
the North line of said section, 330 feet to the place of beginning of this
description; running thence S 00 degrees 52' 49" W, 2167.87 feet; thence N
88 degrees 59' 49" W, 60 feet; thence N 00 degrees 52' 49" E, 2167.66 feet
to the North line of said section; thence S 89 degrees 13' 06" E along
said North line of said section, 60 feet to the place of beginning.
MACOMB COUNTY
Certain land in Macomb Township, Macomb County, Michigan described as:
A parcel of land commencing on the West line of the E 1/2 of the NW
1/4 of fractional Section 6, 20 chains South of the NW corner of said E
1/2 of the NW 1/4 of Section 6; thence South on said West line and the
East line of A. Henry Kotner's Hayes Road Subdivision #15, according to
the recorded plat thereof, as recorded in Liber 24 of Plats, on page 7,
24.36 chains to the East and West 1/4 line of said Section 6; thence East
on said East and West 1/4 line 8.93 chains; thence North parallel with the
said West line of the E 1/2 of the NW 1/4 of Section 6, 24.36 chains;
thence West 8.93 chains to the place of beginning, all in T3N, R13E.
MANISTEE COUNTY
Certain land in Manistee Township, Manistee County, Michigan described as:
A parcel of land in the SW 1/4 of Section 20, T22N, R16W, described
as follows: To find the place of beginning of this description, commence
at the Southwest corner of said section; run thence East along the South
line of said section 832.2 feet to the place of beginning of this
description; thence continuing East along said South line of said section
132 feet; thence North 198 feet; thence West 132 feet; thence South 198
feet to the place of beginning, excepting therefrom the South 2 rods
thereof which was conveyed to Manistee Township for highway purposes by a
Quitclaim Deed dated June 13, 1919 and recorded July 11, 1919 in Liber 88
of Deeds on page 638 of Manistee County Records.
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MASON COUNTY
Certain land in Riverton Township, Mason County, Michigan described as:
Parcel 1
The South 10 acres of the West 20 acres of the S 1/2 of the NE 1/4
of Section 22, T17N, R17W.
Parcel 2
A parcel of land containing 4 acres of the West side of highway,
said parcel of land being described as commencing 16 rods South of the
Northwest corner of the NW 1/4 of the SW 1/4 of Section 22, T17N, R17W,
running thence South 64 rods, thence NE'ly and N'ly and NW'ly along the
W'ly line of said highway to the place of beginning, together with any and
all right, title, and interest of Howard C. Wicklund and Katherine E.
Wicklund in and to that portion of the hereinbefore mentioned highway
lying adjacent to the E'ly line of said above described land.
MECOSTA COUNTY
Certain land in Wheatland Township, Mecosta County, Michigan described as:
A parcel of land in the SW 1/4 of the SW 1/4 of Section 16, T14N,
R7W, described as beginning at the Southwest corner of said section;
thence East along the South line of Section 133 feet; thence North
parallel to the West section line 133 feet; thence West 133 feet to the
West line of said Section; thence South 133 feet to the place of
beginning.
MIDLAND COUNTY
Certain land in Ingersoll Township, Midland County, Michigan described as:
The West 200 feet of the W 1/2 of the NE 1/4 of Section 4, T13N,
R2E.
MISSAUKEE COUNTY
Certain land in Norwich Township, Missaukee County, Michigan described as:
A parcel of land in the NW 1/4 of the NW 1/4 of Section 16, T24N,
R6W, described as follows: Commencing at the Northwest corner of said
section, running thence N 89 degrees 01' 45" E along the North line of
said section 233.00 feet; thence South 233.00 feet; thence S 89 degrees
01' 45" W, 233.00 feet to the West line of said section; thence North
along said West line of said section 233.00 feet to the place of
beginning. (Bearings are based on the West line of Section 16, T24N, R6W,
between the Southwest and Northwest corners of said section assumed as
North.)
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MONROE COUNTY
Certain land in Whiteford Township, Monroe County, Michigan described as:
A parcel of land in the SW1/4 of Section 20, T8S, R6E, described as
follows: To find the place of beginning of this description commence at
the S 1/4 post of said section; run thence West along the South line of
said section 1269.89 feet to the place of beginning of this description;
thence continuing West along said South line of said section 100 feet;
thence N 00 degrees 50' 35" E, 250 feet; thence East 100 feet; thence S 00
degrees 50' 35" W parallel with and 16.5 feet distant W'ly of as measured
perpendicular to the West 1/8 line of said section, as occupied, a
distance of 250 feet to the place of beginning.
MONTCALM COUNTY
Certain land in Crystal Township, Montcalm County, Michigan described as:
The N 1/2 of the S 1/2 of the SE 1/4 of Section 35, T10N, R5W.
MONTMORENCY COUNTY
Certain land in the Village of Hillman, Montmorency County, Michigan
described as:
Lot 14 of Hillman Industrial Park, being a subdivision in the South
1/2 of the Northwest 1/4 of Section 24, T31N, R4E, according to the plat
thereof recorded in Liber 4 of Plats on Pages 32-34, Montmorency County
Records.
MUSKEGON COUNTY
Certain land in Casnovia Township, Muskegon County, Michigan described as:
The West 433 feet of the North 180 feet of the South 425 feet of the
SW 1/4 of Section 3, T10N, R13W.
NEWAYGO COUNTY
Certain land in Ashland Township, Newaygo County, Michigan described as:
The West 250 feet of the NE 1/4 of Section 23, T11N, R13W.
OAKLAND COUNTY
Certain land in Wixcom City, Oakland County, Michigan described as:
The E 75 feet of the N 160 feet of the N 330 feet of the W 526.84
feet of the NW 1/4 of the NW 1/4 of Section 8, T1N, R8E, more particularly
described as follows: Commence at the NW corner of said Section 8, thence
N 87 degrees 14' 29" E along the North line of said Section 8 a distance
of 451.84 feet to the place of beginning for this description; thence
continuing N 87 degrees 14' 29" E along
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said North section line a distance of 75.0 feet to the East line of the
West 526.84 feet of the NW 1/4 of the NW 1/4 of said Section 8; thence S
02 degrees 37' 09" E along said East line a distance of 160.0 feet; thence
S 87 degrees 14' 29" W a distance of 75.0 feet; thence N 02 degrees 37'
09" W a distance of 160.0 feet to the place of beginning.
OCEANA COUNTY
Certain land in Crystal Township, Oceana County, Michigan described as:
The East 290 feet of the SE 1/4 of the NW 1/4 and the East 290 feet
of the NE 1/4 of the SW 1/4, all in Section 20, T16N, R16W.
OGEMAW COUNTY
Certain land in West Branch Township, Ogemaw County, Michigan described
as:
The South 660 feet of the East 660 feet of the NE 1/4 of the NE 1/4
of Section 33, T22N, R2E.
OSCEOLA COUNTY
Certain land in Hersey Township, Osceola County, Michigan described as:
A parcel of land in the North 1/2 of the Northeast 1/4 of Section
13, T17N, R9W, described as commencing at the Northeast corner of said
Section; thence West along the North Section line 999 feet to the point of
beginning of this description; thence S 01 degrees 54' 20" E 1327.12 feet
to the North 1/8 line; thence S 89 degrees 17' 05" W along the North 1/8
line 330.89 feet; thence N 01 degrees 54' 20" W 1331.26 feet to the North
Section line; thence East along the North Section line 331 feet to the
point of beginning.
OSCODA COUNTY
Certain land in Comins Township, Oscoda County, Michigan described as:
The East 400 feet of the South 580 feet of the W 1/2 of the SW 1/4
of Section 15, T27N, R3E.
OTSEGO COUNTY
Certain land in Corwith Township, Otsego County, Michigan described as:
Part of the NW 1/4 of the NE 1/4 of Section 28, T32N, R3W, described
as: Beginning at the N 1/4 corner of said section; running thence S 89
degrees 04' 06" E along the North line of said section, 330.00 feet;
thence S 00 degrees 28' 43" E, 400.00 feet; thence N 89 degrees 04' 06" W,
330.00 feet to the
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North and South 1/4 line of said section; thence N 00 degrees 28' 43" W
along the said North and South 1/4 line of said section, 400.00 feet to
the point of beginning; subject to the use of the N'ly 33.00 feet thereof
for highway purposes.
OTTAWA COUNTY
Certain land in Robinson Township, Ottawa County, Michigan described as:
The North 660 feet of the West 660 feet of the NE 1/4 of the NW 1/4
of Section 26, T7N, R15W.
PRESQUE ISLE COUNTY
Certain land in Belknap and Pulawski Townships, Presque Isle County,
Michigan described as:
Part of the South half of the Northeast quarter, Section 24, T34N,
R5E, and part of the Northwest quarter, Section 19, T34N, R6E, more fully
described as: Commencing at the East 1/4 corner of said Section 24; thence
N 00 degrees15'47" E, 507.42 feet, along the East line of said Section 24
to the point of beginning; thence S 88 degrees15'36" W, 400.00 feet,
parallel with the North 1/8 line of said Section 24; thence N 00
degrees15'47" E, 800.00 feet, parallel with said East line of Section 24;
thence N 88 degrees15'36"E, 800.00 feet, along said North 1/8 line of
Section 24 and said line extended; thence S 00 degrees15'47" W, 800.00
feet, parallel with said East line of Section 24; thence S 88
degrees15'36" W, 400.00 feet, parallel with said North 1/8 line of Section
24 to the point of beginning.
Together with a 33 foot easement along the West 33 feet of the
Northwest quarter lying North of the North 1/8 line of Section 24, Belknap
Township, extended, in Section 19, T34N, R6E.
ROSCOMMON COUNTY
Certain land in Gerrish Township, Roscommon County, Michigan described as:
A parcel of land in the NW 1/4 of Section 19, T24N, R3W, described
as follows: To find the place of beginning of this description commence at
the Northwest corner of said section, run thence East along the North line
of said section 1,163.2 feet to the place of beginning of this description
(said point also being the place of intersection of the West 1/8 line of
said section with the North line of said section), thence S 01 degrees 01'
E along said West 1/8 line 132 feet, thence West parallel with the North
line of said section 132 feet, thence N 01 degrees 01' W parallel with
said West 1/8 line of said section 132 feet to the North line of said
section, thence East along the North line of said section 132 feet to the
place of beginning.
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SAGINAW COUNTY
Certain land in Chapin Township, Saginaw County, Michigan described as:
A parcel of land in the SW 1/4 of Section 13, T9N, R1E, described as
follows: To find the place of beginning of this description commence at
the Southwest corner of said section; run thence North along the West line
of said section 1581.4 feet to the place of beginning of this description;
thence continuing North along said West line of said section 230 feet to
the center line of a creek; thence S 70 degrees 07' 00" E along said
center line of said creek 196.78 feet; thence South 163.13 feet; thence
West 185 feet to the West line of said section and the place of beginning.
SANILAC COUNTY
Certain easement rights located across land in Minden Township, Sanilac
County, Michigan described as:
The Southeast 1/4 of the Southeast 1/4 of Section 1, T14N, R14E,
excepting therefrom the South 83 feet of the East 83 feet thereof.
SHIAWASSEE COUNTY
Certain land in Burns Township, Shiawassee County, Michigan described as:
The South 330 feet of the E 1/2 of the NE 1/4 of Section 36, T5N,
R4E.
ST. CLAIR COUNTY
Certain land in Ira Township, St. Clair County, Michigan described as:
The N 1/2 of the NW 1/4 of the NE 1/4 of Section 6, T3N, R15E.
ST. JOSEPH COUNTY
Certain land in Mendon Township, St. Joseph County, Michigan described as:
The North 660 feet of the West 660 feet of the NW 1/4 of SW 1/4,
Section 35, T5S, R10W.
TUSCOLA COUNTY
Certain land in Millington Township, Tuscola County, Michigan described
as:
A strip of land 280 feet wide across the East 96 rods of the South
20 rods of the N 1/2 of the SE 1/4 of Section 34, T10N, R8E, more
particularly described as commencing at the Northeast corner of Section 3,
T9N, R8E, thence S 89 degrees 55' 35" W along the South line of said
Section 34 a distance of 329.65 feet, thence N 18 degrees 11' 50" W a
distance of 1398.67 feet to the South 1/8
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line of said Section 34 and the place of beginning for this description;
thence continuing N 18 degrees 11' 50" W a distance of 349.91 feet; thence
N 89 degrees 57' 01" W a distance of 294.80 feet; thence S 18 degrees 11'
50" E a distance of 350.04 feet to the South 1/8 line of said Section 34;
thence S 89 degrees 58' 29" E along the South 1/8 line of said section a
distance of 294.76 feet to the place of beginning.
VAN BUREN COUNTY
Certain land in Covert Township, Van Buren County, Michigan described as:
All that part of the West 20 acres of the N 1/2 of the NE fractional
1/4 of Section 1, T2S, R17W, except the West 17 rods of the North 80 rods,
being more particularly described as follows: To find the place of
beginning of this description commence at the N 1/4 post of said section;
run thence N 89 degrees 29' 20" E along the North line of said section
280.5 feet to the place of beginning of this description; thence
continuing N 89 degrees 29' 20" E along said North line of said section
288.29 feet; thence S 00 degrees 44' 00" E, 1531.92 feet; thence S 89
degrees 33' 30" W, 568.79 feet to the North and South 1/4 line of said
section; thence N 00 degrees 44' 00" W along said North and South 1/4 line
of said section 211.4 feet; thence N 89 degrees 29' 20" E, 280.5 feet;
thence N 00 degrees 44' 00" W, 1320 feet to the North line of said section
and the place of beginning.
WASHTENAW COUNTY
Certain land in Manchester Township, Washtenaw County, Michigan described
as:
A parcel of land in the NE 1/4 of the NW 1/4 of Section 1, T4S, R3E,
described as follows: To find the place of beginning of this description
commence at the Northwest corner of said section; run thence East along
the North line of said section 1355.07 feet to the West 1/8 line of said
section; thence S 00 degrees 22' 20" E along said West 1/8 line of said
section 927.66 feet to the place of beginning of this description; thence
continuing S 00 degrees 22' 20" E along said West 1/8 line of said section
660 feet to the North 1/8 line of said section; thence N 86 degrees 36'
57" E along said North 1/8 line of said section 660.91 feet; thence N 00
degrees22' 20" W, 660 feet; thence S 86 degrees 36' 57" W, 660.91 feet to
the place of beginning.
WAYNE COUNTY
Certain land in Livonia City, Wayne County, Michigan described as:
Commencing at the Southeast corner of Section 6, T1S, R9E; thence
North along the East line of Section 6 a distance of 253 feet to the point
of beginning; thence continuing North along the East line of Section 6 a
distance of 50 feet; thence Westerly parallel to the South line of Section
6, a distance of 215 feet; thence Southerly parallel to the East line of
Section 6 a distance of 50 feet;
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thence easterly parallel with the South line of Section 6 a distance of
215 feet to the point of beginning.
WEXFORD COUNTY
Certain land in Selma Township, Wexford County, Michigan described as:
A parcel of land in the NW 1/4 of Section 7, T22N, R10W, described
as beginning on the North line of said section at a point 200 feet East of
the West line of said section, running thence East along said North
section line 450 feet, thence South parallel with said West section line
350 feet, thence West parallel with said North section line 450 feet,
thence North parallel with said West section line 350 feet to the place of
beginning.
SECTION 12. The Company is a transmitting utility under Section 9501(2) of
the Michigan Uniform Commercial Code (M.C.L. 440.9501(2)) as defined in M.C.L.
440.9102(1)(aaaa).
IN WITNESS WHEREOF, said Consumers Energy Company has caused this
Supplemental Indenture to be executed in its corporate name by its Chairman of
the Board, President, a Vice President or its Treasurer and its corporate seal
to be hereunto affixed and to be attested by its Secretary or an Assistant
Secretary, and said JPMorgan Chase Bank, as Trustee as aforesaid, to evidence
its acceptance hereof, has caused this Supplemental Indenture to be executed in
its corporate name by a Vice President and its corporate seal to be hereunto
affixed and to be attested by a Trust Officer, in several counterparts, all as
of the day and year first above written.
-33-
CONSUMERS ENERGY COMPANY
(SEAL) By /s/ Laura L. Mountcastle
---------------------------------
Laura L. Mountcastle
Vice President and Treasurer
/s/ Joyce H. Norkey
- ---------------------------------
Joyce H. Norkey
Assistant Secretary
Signed, sealed and delivered
by CONSUMERS ENERGY COMPANY
in the presence of
/s/ Kimberly C. Wilson
- ---------------------------------
Kimberly C. Wilson
/s/ Sammie B. Dalton
- ---------------------------------
Sammie B. Dalton
STATE OF MICHIGAN )
ss.
COUNTY OF JACKSON )
The foregoing instrument was acknowledged before me this 3rd day of
August, 2004, by Laura L. Mountcastle, Vice President and Treasurer of CONSUMERS
ENERGY COMPANY, a Michigan corporation, on behalf of the corporation.
/s/ Margaret Hillman
------------------------------------
[Seal] Margaret Hillman, Notary Public
State of Michigan, County of Jackson
My Commission Expires: 06/14/10
Acting in the County of Jackson
S-1
JPMORGAN CHASE BANK, AS TRUSTEE
(SEAL) By /s/ L.O'Brien
------------------------------------
L.O'Brien
Attest: Vice President
/s/ Virginia Dominguez
- ------------------------------------
Virginia Dominguez
Trust Officer
Signed, sealed and delivered
by JPMORGAN CHASE BANK
in the presence of
/s/ William G. Keenan
- ------------------------------------
William G. Keenan
Vice President
/s/ Rosa Ciaccia
- ------------------------------------
Rosa Ciaccia
Trust Officer
STATE OF NEW YORK )
ss.
COUNTY OF NEW YORK )
The foregoing instrument was acknowledged before me this 3rd of
August, 2004, by L. O'Brien, a Vice President of JPMORGAN CHASE BANK, a New York
corporation, on behalf of the corporation.
/s/ Emily Fayan
------------------------------------
EMILY FAYAN
Notary Public, State of New York
[Seal] No. 01FA4737006
Qualified in Kings County
Certificate Filed in New York County
Commission Expires Dec. 31, 2005
Prepared by: When recorded, return to:
Kimberly C. Wilson Consumers Energy Company
One Energy Plaza, EP11-219 Business Services Real Estate Dept.
Jackson, MI 49201 Attn: Nancy Fisher EP7-439
One Energy Plaza
Jackson, MI 49201
S-2