0000950123-10-018474 Sample Contracts

AMENDMENT NO. 18 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • March 1st, 2010 • CMS Energy Corp • Electric & other services combined • New York

THIS AMENDMENT NO. 18 TO RECEIVABLES PURCHASE AGREEMENT (this “Amendment”) dated as of February 12, 2010, is entered into among CONSUMERS RECEIVABLES FUNDING II, LLC (“Seller”), CONSUMERS ENERGY COMPANY, in its capacity as Servicer (in such capacity, the “Servicer”), FALCON ASSET SECURITIZATION COMPANY LLC (“Falcon”), and JPMORGAN CHASE BANK, N.A. (as successor by merger to Bank One, NA (Main Office Chicago)) (“JPMorgan”), as a Financial Institution and as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Purchase Agreement” referred to below.

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AMENDMENT NO. 3 TO RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • March 1st, 2010 • CMS Energy Corp • Electric & other services combined • New York

THIS AMENDMENT NO. 3 TO RECEIVABLES SALE AGREEMENT (this “Amendment”) dated as of September 3, 2009, is entered into among CONSUMERS RECEIVABLES FUNDING II, LLC (“Buyer”) and CONSUMERS ENERGY COMPANY (“Originator”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Receivables Sale Agreement” referred to below.

AMENDMENT NO. 4 TO RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • March 1st, 2010 • CMS Energy Corp • Electric & other services combined • New York

THIS AMENDMENT NO. 4 TO RECEIVABLES SALE AGREEMENT (this “Amendment”) dated as of February 12, 2010, is entered into among CONSUMERS RECEIVABLES FUNDING II, LLC (“Buyer”) and CONSUMERS ENERGY COMPANY (“Originator”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Receivables Sale Agreement” referred to below.

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