Exhibit 4(c)
KANSAS GAS AND ELECTRIC
COMPANY
TO
THE BANK OF NEW YORK MELLON TRUST
COMPANY, N.A.
(successor to BNY Midwest Trust
Company)
and
JUDITH L. BARTOLINI
(successor to W. A. Spooner, Henry A. Theis,
Oliver R. Brooks,
Wesley L. Baker, Edwin F. McMichael and R.
Amundsen)
as Trustees under Kansas Gas and
Electric Company’s
Mortgage and Deed of Trust, Dated as of
April 1, 1940
FIFTY-SECOND SUPPLEMENTAL
INDENTURE
Providing, among other things,
for
First Mortgage Bonds, Burlington
Series 2008 Due 2031
Dated as of August 1,
2008
FIFTY-SECOND SUPPLEMENTAL
INDENTURE
INDENTURE, dated as of
August 1, 2008, between KANSAS GAS AND ELECTRIC COMPANY, a
corporation of the State of Kansas (formerly named KCA Corporation
and successor by merger to Kansas Gas and Electric Company, a
corporation of the State of Kansas, hereinafter sometimes called
the “Company-Kansas”), whose post office address is 120
East First Street, Wichita, Kansas 67202 (hereinafter sometimes
called the “Company”), and The Bank of New York Mellon
Trust Company, N.A., a national banking association, whose post
office address is 2 North LaSalle Street, Suite 1020, Chicago,
Illinois 60602 (successor to BNY Midwest Trust Company (the
“Corporate Trustee”)), and JUDITH L. BARTOLINI
(successor to W.A. Spooner, Henry A. Theis, Oliver R.
Brooks, Wesley L. Baker, Edwin F. McMichael and R. Amundsen,
and being hereinafter sometimes called the “Individual
Trustee”), whose post office address is 2 North LaSalle
Street, Suite 1020, Chicago, Illinois 60602 (the Corporate Trustee
and the Individual Trustee being hereinafter together sometimes
called the “Trustees”), as Trustees under the Mortgage
and Deed of Trust, dated as of April 1, 1940 (hereinafter
called the “Mortgage”), which Mortgage was executed and
delivered by Kansas Gas and Electric Company, a corporation of the
State of West Virginia to which the Company-Kansas was successor by
merger (hereinafter sometimes called the “Company-West
Virginia”), to secure the payment of bonds issued or to be
issued under and in accordance with the provisions of the Mortgage,
reference to which Mortgage is hereby made, this Indenture
(hereinafter sometimes called the “Fifty-second Supplemental
Indenture”) being supplemental thereto;
WHEREAS, the Company-West Virginia
caused the Mortgage to be filed for record as a mortgage of real
property and as a chattel mortgage in the offices of the Registers
of Deeds in various counties in the State of Kansas, and on
April 25, 1940 paid to the Register of Deeds of Sedgwick
County, Kansas, that being the County in which the Mortgage was
first filed for record, the sum of $40,000 in payment of the Kansas
mortgage registration tax as provided by Section 79-3101 et
seq., General Statutes of Kansas 1935; and
WHEREAS, by the Mortgage, the
Company-West Virginia covenanted that it would execute and deliver
such supplemental indenture or indentures and such further
instruments and do such further acts as might be necessary or
proper to carry out more effectually the purposes of the Mortgage
and to make subject to the lien of the Mortgage any property
thereafter acquired, intended to be subject to the lien thereof;
and
WHEREAS, an instrument, dated
May 31, 1949, was executed by the Company-West Virginia
appointing Oliver R. Brooks as Individual Trustee in
succession to said Henry A. Theis, resigned, under the
Mortgage, and by Oliver R. Brooks accepting the appointment as
Individual Trustee under the Mortgage in succession to said
Henry A. Theis, which instrument was filed for record in the
offices of the Registers of Deeds in various counties in the State
of Kansas; and
WHEREAS, an instrument, dated
March 3, 1958, was executed by the Company-West Virginia
appointing Wesley L. Baker as Individual Trustee in succession
to said Oliver R. Brooks, resigned, under the Mortgage, and by
Wesley L. Baker accepting the appointment as Individual
Trustee under the Mortgage in succession to said Oliver R. Brooks,
which instrument was filed for record in the offices of the
Registers of Deeds in various counties in the State of Kansas;
and
WHEREAS, an instrument, dated
November 20, 1969, was executed by the Company-West Virginia
appointing Edwin F. McMichael as Individual Trustee in succession
to said Wesley L. Baker, resigned, under the Mortgage, and by Edwin
F. McMichael accepting the appointment as Individual Trustee under
the Mortgage in succession to said Wesley L. Baker, which
instrument was filed for record in the offices of the Registers of
Deeds in various counties in the State of Kansas; and
WHEREAS, by the Twenty-seventh
Supplemental Indenture mentioned below, the Company-Kansas, among
other things, appointed R. Amundsen as Individual Trustee in
succession to said Edwin F. McMichael, resigned, under the
Mortgage, and by R. Amundsen accepting the appointment as
Individual Trustee under the Mortgage in succession to said Edwin
F. McMichael; and
WHEREAS, by the Thirty-second
Supplemental Indenture mentioned below, the Company-Kansas, among
other things, appointed W. A. Spooner as Individual Trustee in
succession to said R. Amundsen, resigned, under the Mortgage, and
by W. A. Spooner accepting the appointment as Individual Trustee
under the Mortgage in succession to said R. Amundsen;
and
WHEREAS, by the Fortieth
Supplemental Indenture mentioned below, the Company-Kansas, among
other things, appointed Judith L. Bartolini as Individual Trustee
in succession to said W.A. Spooner resigned, under the Mortgage,
and by Judith L. Bartolini accepting the appointment as Individual
Trustee under the Mortgage in succession to said W.A. Spooner;
and
WHEREAS, the Company-West Virginia
executed and delivered to the Trustees a First Supplemental
Indenture, dated as of June 1, 1942 (which supplemental
indenture is hereinafter sometimes called the “First
Supplemental Indenture”); and
WHEREAS, the Company-West Virginia
caused the First Supplemental Indenture to be filed for record as a
mortgage of real property and as a chattel mortgage in the offices
of the Registers of Deeds in various counties in the State of
Kansas, but paid no mortgage registration tax in connection with
the recordation of the First Supplemental Indenture, no such tax
having been payable in connection with such recordation;
and
WHEREAS, the Company-West Virginia
executed and delivered to the Trustees the following supplemental
indentures:
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Designation
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Dated as of
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Second Supplemental Indenture
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March 1,
1948
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Third Supplemental Indenture
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December 1, 1949
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Fourth Supplemental Indenture
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June 1,
1952
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Fifth Supplemental Indenture
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October 1,
1953
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Sixth Supplemental Indenture
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March 1,
1955
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Seventh Supplemental Indenture
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February 1,
1956
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Eighth Supplemental Indenture
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January 1,
1961
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Ninth Supplemental Indenture
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May 1,
1966
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Tenth Supplemental Indenture
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March 1,
1970
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Eleventh Supplemental Indenture
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May 1,
1971
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Twelfth Supplemental Indenture
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March 1,
1972
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which supplemental indentures are
hereinafter sometimes called the Second through Twelfth
Supplemental Indentures, respectively; and
WHEREAS, the Company-West Virginia
caused the Second through Eighth Supplemental Indentures to be
filed for record as a mortgage of real property and as a chattel
mortgage in the offices of the Registers of Deeds in various
counties in the State of Kansas, and caused the Ninth through
Twelfth Supplemental Indentures to be filed for record as a
mortgage of real property in the offices of the Registers of Deeds
in various counties in the State of Kansas and as a chattel
mortgage in the Office of the Secretary of State of Kansas, and on
the following dates paid to the Register of Deeds of Sedgwick
County, Kansas, that being the County in which the Second through
Twelfth Supplemental Indentures were first filed for record as a
mortgage of real property, the following amounts:
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Amount
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March 30, 1948
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$
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12,500
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December 7, 1949
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7,500
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June 17, 1952
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30,000
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October 21, 1953
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25,000
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March 22, 1955
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25,000
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March 5, 1956
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17,500
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January 24, 1961
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17,500
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May 17, 1966
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40,000
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March 10, 1970
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87,500
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May 19, 1971
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87,500
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March 23, 1972
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62,500
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such amounts being in payment of the Kansas
mortgage registration tax as provided by the then currently
applicable sections of the statutes of the State of Kansas in
effect on those dates; and
WHEREAS, the Company-West Virginia
was merged into the Company-Kansas on May 31, 1973;
and
WHEREAS, in order to evidence the
succession of the Company-Kansas to the Company-West Virginia and
the assumption by the Company-Kansas of the covenants and
conditions of the Company-West Virginia in the bonds and in the
Mortgage contained, and to enable the Company-Kansas to have and
exercise the powers and rights of the Company-West Virginia under
the Mortgage in accordance with the terms thereof, the
Company-Kansas executed and delivered to the Trustees a Thirteenth
Supplemental Indenture, dated as of May 31, 1973 (which
supplemental indenture is hereinafter sometimes called the
“Thirteenth Supplemental Indenture”); and
WHEREAS, the Company-Kansas caused
the Thirteenth Supplemental Indenture to be filed for record as a
mortgage of real property in the offices of the Registers of Deeds
in various counties in the State of Kansas and as a chattel
mortgage in the Office of the Secretary of State of Kansas, but
paid no mortgage registration tax in connection with the
recordation of the Thirteenth Supplemental Indenture, no such tax
having been payable in connection with such recordation;
and
WHEREAS, the Company-Kansas executed
and delivered to the Trustees the following supplemental
indentures:
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Designation
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Dated as of
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Fourteenth Supplemental Indenture
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July 1,
1975
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Fifteenth Supplemental Indenture
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December 1, 1975
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Sixteenth Supplemental Indenture
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September 1, 1976
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Seventeenth Supplemental Indenture
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March 1,
1977
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Eighteenth Supplemental Indenture
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May 1,
1977
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Nineteenth Supplemental Indenture
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August 1,
1977
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Twentieth Supplemental Indenture
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March 15,
1978
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Twenty-first Supplemental Indenture
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January 1,
1979
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Twenty-second Supplemental Indenture
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April 1,
1980
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Twenty-third Supplemental Indenture
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July 1,
1980
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Twenty-fourth Supplemental Indenture
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August 1,
1980
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Twenty-fifth Supplemental Indenture
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June 1,
1981
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Twenty-sixth Supplemental Indenture
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December 1,
1981
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Twenty-seventh Supplemental
Indenture
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May 1,
1982
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Twenty-eighth Supplemental Indenture
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March 15,
1984
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Twenty-ninth Supplemental Indenture
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September 1,
1984
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Thirtieth Supplemental Indenture
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September 1,
1984
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Thirty-first Supplemental Indenture
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February 1,
1985
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Thirty-second Supplemental Indenture
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April 15,
1986
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Thirty-third Supplemental Indenture
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June 1,
1991
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Thirty-fourth Supplemental Indenture
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March 31,
1992
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Thirty-fifth Supplemental Indenture
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December 17, 1992
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Thirty-sixth Supplemental Indenture
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August 12,
1993
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Thirty-seventh Supplemental
Indenture
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January 15,
1994
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Thirty-eighth Supplemental Indenture
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March 1,
1994
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Thirty-ninth Supplemental Indenture
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April 15,
1994
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Fortieth Supplemental Indenture
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June 28,
2000
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Forty-first Supplemental Indenture
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June 6,
2002
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Forty-second Supplemental Indenture
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March 12,
2004
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Forty-third Supplemental Indenture
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June 1,
2004
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Forty-fourth Supplemental Indenture
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May 6,
2005
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Forty-fifth Supplemental Indenture
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March 17,
2006
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Forty-sixth Supplemental Indenture
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June 1,
2006
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Forty-seventh Supplemental Indenture
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March 16,
2007
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Forty-eighth Supplemental Indenture
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July 10,
2007
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Forty-ninth Supplemental Indenture
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October 12,
2007
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Fiftieth Supplemental Indenture
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February 22,
2008
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Fifty-first Supplemental Indenture
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May 15,
2008
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which supplemental indentures are
hereinafter sometimes called the Fourteenth through Fifty-first
Supplemental Indentures, respectively; and
WHEREAS, the Company-Kansas caused
the Fourteenth Supplemental Indenture to be filed for record as a
mortgage of real property in the offices of the Registers of Deeds
in various counties in the State of Kansas and as a chattel
mortgage in the Office of the Secretary of State of Kansas;
and
WHEREAS, the Company-Kansas caused
the Fifteenth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on December 10, 1975, Film 169,
page 363), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on December 10, 1975 and indexed as
No. 325,911); and
WHEREAS, the Company-Kansas caused
the Sixteenth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on September 29, 1976, Film 21
1, page 363), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on September 29, 1976 and
indexed as No. 363,835); and
WHEREAS, the Company-Kansas caused
the Seventeenth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on March 16, 1977, Film 234,
page 492), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on March 1, 1977 and indexed as
No. 384,759); and
WHEREAS, the Company-Kansas caused
the Eighteenth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on May 26, 1977, Film 246, page
655), and as a chattel mortgage in the Office of the Secretary of
State of Kansas (filed on May 26, 1977 and indexed as
No. 394,573); and
WHEREAS, the Company-Kansas caused
the Nineteenth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on August 31, 1977, Film 263,
page 882), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on September 1, 1977 and indexed as
No. 406,577); and
WHEREAS, the Company-Kansas caused
the Twentieth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on March 29, 1978, Film 297,
pages 635-656), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on March 30, 1978 and
indexed as No. 434,072); and
WHEREAS, the Company-Kansas caused
the Twenty-first Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on January 9, 1979, Film 345,
page 648), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on January 10, 1979 and indexed as
No. 470,851); and
WHEREAS, the Company-Kansas caused
the Twenty-second Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on April 2, 1980, Film 413,
page 1,468), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on April 3, 1980 and
indexed as No. 533,415); and
WHEREAS, the Company-Kansas caused
the Twenty-third Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on July 1, 1980, Film 425, page
1,003), and as a chattel mortgage in the Office of the Secretary of
State of Kansas (filed on July 2, 1980 and indexed as
No. 546,185); and
WHEREAS, the Company-Kansas caused
the Twenty-fourth Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on August 28, 1980, Film
435, page 266), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on August 29, 1980 and
indexed as No. 554,543); and
WHEREAS, the Company-Kansas caused
the Twenty-fifth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on June 30, 1981, Film 483,
page 1,512), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on June 30, 1981 and
indexed as No. 601,270); and
WHEREAS, the Company-Kansas caused
the Twenty-sixth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on December 30, 1981, Film 510,
page 300), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on December 31, 1981 and indexed as
No. 628,293); and
WHEREAS, the Company-Kansas caused
the Twenty-seventh Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on May 6, 1982, Film 526,
page 1,141), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on May 7, 1982 and indexed
as No. 650,115); and
WHEREAS, the Company-Kansas caused
the Twenty-eighth Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on March 22, 1984, Film 645,
page 1,524), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on March 23, 1984 and
indexed as No. 796,449); and
WHEREAS, the Company-Kansas caused
the Twenty-ninth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on September 5, 1984, Film 681,
page 763), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on September 6, 1984 and indexed as
No. 852,425); and
WHEREAS, the Company-Kansas caused
the Thirtieth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on September 12, 1984, Film
682, page 1,087), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on September 13, 1984 and
indexed as No. 854,284); and
WHEREAS, the Company-Kansas caused
the Thirty-third Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on June 18, 1991, Film 1 177,
page 0876), and as a security agreement in the Office of Secretary
of State of Kansas (filed on June 18, 1991 and indexed as
No. 1,693,446); and
WHEREAS, the Company-Kansas caused
the Fortieth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on June 28, 2000, Film 2062,
page 0053), and as a security agreement in the Office of Secretary
of State of Kansas (filed on June 28, 2000, and indexed as
No. 3756913); and
WHEREAS, the Company on the
following dates paid to the Register of Deeds of Sedgwick County,
Kansas, that being the County in which the Fourteenth through
Thirtieth Supplemental Indentures, the Thirty-third Supplemental
Indenture and the Fortieth Supplemental Indenture were first filed
for record as a mortgage of real property, the following
amounts:
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Amount
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July 2, 1975
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$
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100,000
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December 10, 1975
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48,750
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September 29, 1976
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62,500
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March 16, 1977
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62,500
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May 26, 1977
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25,000
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August 31, 1977
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6,100
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March 29, 1978
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62,500
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January 9, 1979
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36,250
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April 2, 1980
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67,500
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July 1, 1980
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37,500
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August 28, 1980
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63,750
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June 30, 1981
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75,000
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December 30, 1981
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62,500
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May 6, 1982
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100,000
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March 22, 1984
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93,750
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September 5, 1984
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75,000
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September 12, 1984
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50,000
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June 18, 1991
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334,100
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June 28, 2000
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1,780,538.50
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such amounts being in payment of the
Kansas mortgage registration tax as provided by the then currently
applicable sections of the statutes of the State of Kansas in
effect on those dates; and
WHEREAS, the Company-Kansas caused
the Thirty-first Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on February 1, 1985, Film 707,
page 378), and as a chattel mortgage in the Office of the Secretary
of State of Kansas (filed on February 4, 1985 and indexed as
No. 895,468), but paid no mortgage registration tax in
connection with the recordation of the Thirty-first Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Thirty-second Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on April 16, 1986, Film 791,
page 1,336), and as a chattel mortgage in the Office of the
Secretary of State of Kansas (filed on April 17, 1986 and
indexed as No. 1,048,212), but paid no mortgage registration
tax in connection with the recordation of the Thirty-second
Supplemental Indenture, no such tax having been payable in
connection with such recordation; and
WHEREAS, in order to evidence the
succession of the Company to the Company-Kansas and the assumption
by the Company of the covenants and conditions of the
Company-Kansas in the bonds and in the Mortgage contained, and to
enable the Company to have and exercise the powers and rights of
the Company-Kansas under the Mortgage in accordance with the terms
thereof, the Company executed and delivered to the Trustees a
Thirty-fourth Supplemental Indenture, dated as of March 31,
1992 (which supplemental indenture is hereinafter sometimes called
the “Thirty-fourth Supplemental Indenture”);
and
WHEREAS, the Company-Kansas caused
the Thirty-fourth Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on March 31, 1992, Film
1236, page 987), and as a security agreement in the Office of
Secretary of State of Kansas (filed on March 31, 1992 and
indexed as No. 1,780,893), but paid no mortgage registration
tax in connection with the recordation of the Thirty-fourth
Supplemental Indenture, no such tax having been payable in
connection with such recordation; and
WHEREAS, the Company caused the
Thirty-fifth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on December 16, 1992, Film 301,
page 0104), and as a security agreement in the Office of Secretary
of State of Kansas (filed on December 16, 1992 and indexed as
No. 1,861,886), but paid no mortgage registration tax in
connection with the recordation of the Thirty-fifth Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Thirty-sixth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas
(filed on August 10, 1993, Film 1364, page
0515), and as a security agreement in the Office of Secretary of
State of Kansas (filed on August 11, 1993 and indexed as
No. 1,936,501), but paid no mortgage registration tax in
connection with the recordation of the Thirty-sixth Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Thirty-seventh Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on January 18, 1994, Film
1411, page 0710), and as a security agreement in the Office of
Secretary of State of Kansas (filed on January 18, 1994 and
indexed as No. 1,985,104), but paid no mortgage registration
tax in connection with the recordation of the Thirty-seventh
Supplemental Indenture, no such tax having been payable in
connection with such recordation; and
WHEREAS, the Company-Kansas caused
the Thirty-eighth Supplemental Indenture to be filed for record as
a mortgage of real property in the office of the Register of Deeds
of Sedgwick County, Kansas (filed on February 28, 1994, Film
1422, page 1046), and as a security agreement in the Office of
Secretary of State of Kansas (filed on February 28, 1994 and
indexed as No. 1,997,743), but paid no mortgage registration
tax in connection with the recordation of the Thirty-eighth
Supplemental Indenture, no such tax having been payable in
connection with such recordation; and
WHEREAS, the Company-Kansas caused
the Thirty-ninth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on April 27, 1994, Film 1440,
page 855), and as a security agreement in the Office of Secretary
of State of Kansas (filed on April 27, 1994 and indexed as
No. 1,377,915), but paid no mortgage registration tax in
connection with the recordation of the Thirty-ninth Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Forty-first Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on June 6, 2002, Film 2460,
page 1), and as a security agreement in the office of Secretary of
State of Kansas (filed on June 6, 2002, and indexed as
No. 5264221), but paid no mortgage registration tax in
connection with the recordation of the Forty-first Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Forty-second Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on March 12, 2004, Film 2854,
page 8731), and as a security agreement in the office of Secretary
of State of Kansas (filed on March 12, 2004, and indexed as
No. 5760673), but paid no mortgage registration tax in
connection with the recordation of the Forty-second Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Forty-third Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on June 10, 2004, Film and Page
28578510), and as a security agreement in the office of Secretary
of State of Kansas (filed on June 10, 2004, and indexed as
No. 5820311), but paid no mortgage registration tax in
connection with the recordation of the Forty-third Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Forty-fourth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on May 6, 2005, Film and Page
28671438), and as a security agreement in the office of Secretary
of State of Kansas (filed on May 6, 2005, and indexed as
No. 5981824), but paid no mortgage registration tax in
connection with the recordation of the Forty-fourth Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Forty-fifth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on March 17, 2006, Film and
Page 28764552), and as a security agreement in the office of
Secretary of State of Kansas (filed on March 17, 2006, and
indexed as No. 6122576), but paid no mortgage registration tax
in connection with the recordation of the Forty-fifth Supplemental
Indenture, no such tax having been payable in connection with such
recordation; and
WHEREAS, the Company-Kansas caused
the Forty-sixth Supplemental Indenture to be filed for record as a
mortgage of real property in the office of the Register of Deeds of
Sedgwick County, Kansas (filed on June 1, 2006, Film and Page
28785638), and as a security agreement in the office of Secretary
of State