Assumption and Acceptance Sample Contracts

ASSUMPTION AND ACCEPTANCE Dated January 8, 2008
Assumption and Acceptance • October 30th, 2009 • CMS Energy Corp • Electric & other services combined

Reference is made to that certain Seventh Amended and Restated Credit Agreement, dated as of April 2, 2007 (as amended, modified or supplemented from time to time, the “Credit Agreement”, the terms defined therein and not otherwise defined herein being used herein as therein defined), among CMS Energy Corporation (the “Borrower”), the Lenders named therein and Citicorp USA, Inc., as Administrative Agent and as Collateral Agent.

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