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HomeMy WebLinkAbout969812CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 RECEIVED 3/6/2013 at 4:00 PM RECEIVING 969812 BOOK: 806 PAGE: 311 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY SUPPLEMENT TO RESTATED MORTGAGE AND SECURITY AGREEMENT Made By and Between LOWER VALLEY ENERGY, INC. Mortgagor and NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION Mortgagee Dated as of 1 4 2013 THIS INSTRUMENT GRANTS A SECURITY INTEREST IN A TRANSMITTING UTILITY. THIS INSTRUMENT CONTAINS FUTURE ADVANCE PROVISIONS MADE BY THE MORTGAGEE TO THE MORTGAGOR AND FUTURE OBLIGATIONS OF THE MORTGAGOR TO THE MORTGAGEE. THIS INSTRUMENT CONTAINS AFTER ACQUIRED PROPERTY PROVISIONS. MORTGAGOR'S ORGANIZATIONAL IDENTIFICATION NUMBER IS 198000042835. THIS INSTRUMENT WAS DRAFTED BY ADAM V. LICHTENSTEIN OF NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION 20701 COOPERATIVE WAY, DULLES, VIRGINIA 20166. MORTGAGEE'S TELEPHONE NUMBER IS 1- 800 424 -2954 00311 00312 THIS SUPPLEMENT TO RESTATED MORTGAGE AND SECURITY AGREEMENT (this "Supplemental Mortgage dated as of 2013 is made by and between LOWER VALLEY ENERGY, INC. (hereinafter caed the "Mortgagor a corporation existing under the laws of the State of Wyoming and NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION (hereinafter called "CFC" or the "Mortgagee a cooperative association existing under the laws of the District of Columbia. WHEREAS, the Mortgagor, for value received, has heretofore duly authorized and executed, and has delivered to CFC, or has assumed the payment of, a certain mortgage note, or certain mortgage notes, all payable to the order of CFC, in installments, of which certain mortgage note or notes (hereinafter collectively called the "Outstanding Notes identified in Appendix A hereto are now outstanding and owned by CFC; WHEREAS, the Outstanding Notes are secured by the security instrument(s) (hereinafter collectively called the "Mortgage made by the Mortgagor to the Mortgagee and identified in Appendix A hereto; WHEREAS, the Mortgagor has decided to borrow additional funds from the Mortgagee, pursuant to a Loan Agreement (hereinafter called the "Current Loan Agreement" and identified in Appendix A hereto) and has accordingly duly authorized, executed and delivered to CFC its mortgage note or notes (identified in Appendix A hereto and hereinafter collectively called the "Current Notes to be secured by the Mortgage, as amended and supplemented hereby, of the property hereinafter described; WHEREAS, it was the intention of the Mortgagor at the time of the execution of the Mortgage (or, if the Mortgage consists of more than one instrument, at the time of the execution of the earliest instrument thereof) that the property of the Mortgagor of the classes described therein, as being mortgaged or pledged thereby, or intended so to be, whether then owned or thereafter acquired, would secure certain notes of the Mortgagor executed and delivered prior to the execution and delivery of the Mortgage (or, if the Mortgage consists of more than one instrument, prior to the execution and delivery of the earliest instrument thereof), and certain notes of the Mortgagor when and as executed and delivered under and pursuant to the Mortgage, as from time to time amended or supplemented, and it is intended by the Mortgagor to confirm hereby the Mortgage and the property therein described as being mortgaged or pledged, or intended so to be, as security for the Outstanding Notes, and other notes of the Mortgagor when and as executed and delivered under and pursuant to the Mortgage, as amended and supplemented hereby; WHEREAS, it is further intended by the Mortgagor, at the request and with the consent of the Mortgagee, to amend the Mortgage in the respects hereinafter set forth; WHEREAS, all acts, things, and conditions prescribed by law and by the articles of incorporation and bylaws of the Mortgagor have been duly performed and complied with to authorize the execution and delivery hereof and to make the Mortgage, as amended and supplemented hereby, a valid and binding mortgage to secure the Outstanding Notes and other notes of the Mortgagor when and as executed and delivered under and pursuant to the Mortgage, as amended and supplemented hereby; Mortgage; and CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 WHEREAS, the Mortgagor and the Mortgagee are authorized to enter into this WHEREAS, to the extent that any of the property described or referred to in this Mortgage is governed by the provisions of the Uniform Commercial Code of any state (hereinafter called the "Uniform Commercial Code the parties hereto desire that this Mortgage be regarded as a "security agreement," a "financing statement" and a "fixture filing" under the Uniform Commercial Code. NOW, THEREFORE, in consideration of the premises and the sum of $5 in hand paid by the Mortgagee to the Mortgagor, the receipt whereof by the Mortgagor prior to the execution and delivery of this Supplemental Mortgage is hereby acknowledged, this Supplemental Mortgage witnesseth as follows: 1. The Mortgagor has executed and delivered this Supplemental Mortgage and has granted, bargained, sold, conveyed, warranted, assigned, transferred, mortgaged, pledged and set over, and by these presents does hereby grant, bargain, sell, convey, warrant, assign, transfer, mortgage, pledge and set over unto the Mortgagee, and the Mortgagor does hereby grant to the Mortgagee, and its assigns, all and singular the real and personal property described in the Mortgage as being mortgaged thereby and all and singular the real and personal property of the Mortgagor falling within the classes of property embraced in the description of the "Mortgaged Property" set forth in the Mortgage, including, without limitation, all and singular the real and personal property of said description heretofore or hereafter acquired by or constructed by or on behalf of the Mortgagor, and wheresoever situate, including, without limitation, the existing electric facilities identified and the real estate specifically described (by reference to deeds or otherwise) in Appendix B hereto and mortgaged thereby (except such portions, if any, thereof as have been released prior to the execution and delivery of this Supplemental Mortgage), AND ALSO including, without limitation: All right, title and interest, whether fee or leasehold, of the Mortgagor in real property set forth in Appendix B hereto, subject in each case to those matters set forth therein; I I The electric generating plants and facilities and electric transmission and distribution lines and facilities now owned by the Mortgagor and located in the counties listed in Appendix B hereto, or hereafter constructed or acquired by the Mortgagor, wherever located, and in and to all extensions and improvements thereof and additions thereto, including any and all other property of every kind, nature and description, used, useful or acquired for use by the Mortgagor in connection therewith, and including, without limitation, the property described in the property schedule listed on, or attached to Appendix B hereto; CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 III All right, title and interest of the Mortgagor in, to and under any and all grants, privileges, rights of way and easements now owned, held, leased, enjoyed or exercised, or which may hereafter be owned, held, leased, acquired, enjoyed or exercised, by the Mortgagor for the purposes of, or in connection with, the construction or operation by or on behalf of the Mortgagor of electric transmission or distribution lines, or systems, whether underground or overhead or otherwise, or of any electric generating plant, wherever located; 00313 IV All right, title and interest of the Mortgagor in, to and under any and all licenses, franchises, ordinances, privileges and permits heretofore granted, issued or executed, or which may hereafter be granted, issued or executed, to it or to its assignors by the United States of America, or by any state, or by any county, township, municipality, village or other political subdivision thereof, or by any agency, board, commission or department of any of the foregoing, authorizing the construction, acquisition, or operation of electric transmission or distribution lines, or systems, or any electric generating plant or plants, insofar as the same may by law be assigned, granted, bargained, sold, conveyed, transferred, mortgaged, or pledged; V All right, title and interest of the Mortgagor in, to and under all personal property and fixtures of every kind and nature including without limitation all goods (including inventory, equipment and any accessions thereto), instruments (including promissory notes), documents, accounts, chattel paper, deposit accounts, letter -of- credit rights, investment property (including certificated and uncertificated securities, security entitlements and securities accounts), software, general intangibles, supporting obligations, any other contract rights or rights to the payment of money, insurance claims and proceeds (as such terms are defined in the applicable Uniform Commercial Code; provided, however, that the term "instrument" shall be such term as defined in Article 9 of the applicable Uniform Commercial Code rather than Article 3); VI All right, title and interest of the Mortgagor in, to and under any and all agreements (including, without limitation, the BPA Prepay Agreement (as defined in the Current Loan Agreement), but only to the extent any such right of Mortgagor thereunder can be granted, assigned or pledged), leases or contracts heretofore or hereafter executed by and between the Mortgagor and any person, firm or corporation relating to the Mortgaged Property (including contracts for the lease, occupancy or sale of the Mortgaged Property, or any portion thereof); All right, title and interest of the Mortgagor in, to and under any and all books, records and correspondence relating to the Mortgaged Property, including, but not limited to: all records, ledgers, leases and computer and automatic machinery software and programs, including without limitation, programs, databases, disc or tape files and automatic machinery print outs, runs and other computer prepared information indicating, summarizing evidencing or otherwise necessary or helpful in the collection of or realization on the Mortgaged Property; Also, all right, title and interest of the Mortgagor in and to all other property, real or personal, tangible or intangible, of every kind, nature and description, including, without limitation, accounts, chattel paper, documents and instruments, general intangibles, goods, equipment, inventory, and proceeds wheresoever situated, now owned or hereafter acquired by the Mortgagor, it being the intention hereof that all such property now owned but not specifically described herein or acquired or held by the Mortgagor after the date hereof shall be as fully embraced within and subjected to the lien hereof as if the same were now owned by the Mortgagor and were specifically CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 V II VIII 0 00315 described herein to the extent only, however, that the subjection of such property to the lien hereof shall not be contrary to law; Together with all rents, income, revenues, profits and benefits at any time derived, received or had from any and all of the above described property of the Mortgagor. Provided, however, that no automobiles, trucks, trailers, tractors or other vehicles (including without limitation aircraft or ships, if any) which are titled and /or registered in any state of the United States and owned or used by the Mortgagor shall be included in the property mortgaged by the Mortgage and this Supplemental Mortgage. TO HAVE AND TO HOLD the same forever, for the uses and purposes and upon the terms, conditions, provisos and agreements expressed and declared in the Mortgage, as amended and supplemented hereby. 2. The Outstanding Notes are hereby confirmed as notes of the Mortgagor entitled to the security of the Mortgage, as amended and supplemented by this Supplemental Mortgage, and of the property by the Mortgage and this Supplemental Mortgage mortgaged and pledged, or intended so to be, equally and ratably with one another and with other notes of the Mortgagor when and as executed and delivered under and pursuant to the Mortgage, as amended and supplemented hereby, without preference, priority or distinction as to interest or principal (except as otherwise specifically provided in the Mortgage, as amended and supplemented hereby) or as to lien or otherwise, of any one of the Outstanding Notes or such other notes over any other thereof and irrespective of the date of the execution, delivery or maturity thereof, or of the assignment or negotiation thereof or otherwise. 3. The Current Notes executed and delivered pursuant to said Section 3.01 of Article III are hereby included within the term "Additional Notes" and "notes as defined in the Mortgage, as amended hereby. There are hereby included within the term "CFC Loan Agreement as defined in the Mortgage, as amended hereby, all agreements, together with any amendments or supplements thereto, between the Mortgagor and CFC pursuant to which the Mortgagor has executed and delivered or will execute and deliver to CFC "CFC Notes as defined in the Mortgage, as amended hereby, including but not limited to, the Current Loan Agreement. 4. The Maximum Debt Limit under the Mortgage, as amended and supplemented hereby, is $300,000,000.00. 5. Mortgagor's Legal Status. (a) The Mortgagor represents, warrants, covenants and agrees that: (i) the Mortgagor's exact legal name is that indicated on the signature page hereof, (ii) the Mortgagor is an organization of the type and organized in the jurisdiction set forth on the first page hereof, (iii) the cover page hereof accurately sets forth the Mortgagor's organizational identification number or accurately states that the Mortgagor has none and (iv) Section 9 hereof accurately sets forth the Mortgagor's place of business or, if more than one, its chief executive office as well as the Mortgagor's mailing address if different. (b) (i) The Mortgagor will not change its name, its place of business or, if more than one, chief executive office, or its mailing address or organizational identification number if it has one, without providing prior written notice to the Mortgagee at least thirty (30) days prior to the effective date of any change, (ii) if the Mortgagor does not have an organizational identification number and later obtains one, the Mortgagor will promptly notify the Mortgagee of such organizational identification number and (iii) the Mortgagor will not change its type of CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 organization, jurisdiction of organization or other legal structure without the prior written consent of the Mortgagee. 6. Further Assurances to Confirm Security of Mortgage. Upon the written request of the Mortgagee, the Mortgagor shall promptly make, execute, acknowledge and deliver or cause to be made, executed, acknowledged and delivered all such further and supplemental indentures of mortgage, deeds of trust, mortgages, financing statements and amendments thereto (including continuation statements), security agreements, pledge agreements, stock powers or other such instruments of transfer or assignment duly executed in blank, stock certificates or other securities representing any of the Mortgaged Property, instruments (including any promissory notes held or acquired by the Mortgagor, duly endorsed and assigned to the Mortgagee) and conveyances as may reasonably be requested by the Mortgagee, and take or cause to be taken all such further action as may reasonably be requested by the Mortgagee to insure the attachment, perfection and first priority of, and the ability of the Mortgagee to enforce, the Mortgagee's lien on and security interest in any or all of the Mortgaged Property. The Mortgagor will cause this Mortgage and any and all supplemental indentures of mortgage, mortgages and deeds of trust and every security agreement, financing statement, amendment thereto (including continuation statements) and every additional instrument which shall be executed pursuant to the foregoing provisions forthwith upon execution to be recorded and filed and re- recorded and re -filed as conveyances and mortgages and deeds of trust of and security interests in real and personal property in such manner and in such places as may be required by law or reasonably requested by the Mortgagee in order to insure the attachment, perfection and first priority of, and the ability of the Mortgagee to enforce, the Mortgagee's lien on and security interest in any or all of the Mortgaged Property. 7. Authorization to File Financing Statements. The Mortgagor hereby irrevocably authorizes the Mortgagee at any time and from time to time to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto that (a) indicate the Mortgaged Property (i) as all assets of the Mortgagor or words of similar effect, regardless of whether any particular asset comprised in the Mortgaged Property falls within the scope of Article 9 of the applicable Uniform Commercial Code, or (ii) as being of an equal or lesser scope or with greater detail, and (b) contain any other information required by part 5 of Article 9 of the applicable Uniform Commercial Code for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Mortgagor is an organization, the type of organization and any organizational identification number issued to the Mortgagor and (ii) in the case of a financing statement filed as a fixture filing, a sufficient description of real property to which the Mortgaged Property relates. The Mortgagor agrees to furnish any such information to the Mortgagee promptly upon request. The. Mortgagor also ratifies its authorization for the Mortgagee to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements or amendments thereto if filed prior to the date hereof. 8. Other Actions Concerning Mortgaged Property. The Mortgagor will take any other action reasonably requested by the Mortgagee to insure the attachment, perfection and first priority of, and the ability of the Mortgagee to enforce, the Mortgagee's lien on and security interest in any and all of the Mortgaged Property including, without limitation (a) complying with any provision of any statute, regulation or treaty of the United States as to any Mortgaged Property if compliance with such provision is a condition to attachment, perfection or priority of, or ability of the Mortgagee to enforce, the Mortgagee's security interest in such Mortgaged Property, (b) obtaining governmental and other third party consents and approvals, including without limitation any consent of any licensor, lessor or other person obligated on CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 003.16 Mortgaged Property, (c) obtaining waivers from mortgagees and landlords in form and substance satisfactory to the Mortgagee and (d) taking all actions required by any earlier versions of the Uniform Commercial Code or by other law, as applicable in any relevant Uniform Commercial Code jurisdiction, or by other law as applicable in any foreign jurisdiction. 9. All demands, notices, reports, approvals, designations, or directions required or permitted to be given under the Mortgage, as amended hereby, shall be in writing and shall be deemed to be properly given if mailed by registered mail addressed to the proper party or parties at the following addresses: As to the Mortgagor: Lower Valley Energy, Inc. 236 N. Washington Street Afton, WY 83110 Attention: General Manager Facsimile No. (307) 885 -5787 As to CFC: National Rural Utilities Cooperative Finance Corporation: 20701 Cooperative Way Dulles, Virginia 20166 Attention: General Counsel Facsimile No. 866 230 -5635 and as to any other person, firm, corporation or governmental body or agency having an interest herein by reason of being the holder of any note or otherwise, at the last address designated by such person, firm, corporation, governmental body or agency to the Mortgagor and the Mortgagee. The Mortgagor or the Mortgagee may from time to time designate to each other a new address to which demands, notices, reports, approvals, designations or directions may be addressed and from and after any such designation the address designated shall be deemed to be the address of such party in lieu of the address hereinabove given. 10. Mortgage Deemed Security Agreement. To the extent that any of the property described or referred to in this Mortgage is governed by the provisions of the Uniform Commercial Code, this Mortgage is hereby deemed a "security agreement" a "financing statement" and a "fixture filing" under the Uniform Commercial Code. The Mortgagor herein is the "debtor" and the Mortgagee herein is the "secured party." The mailing addresses of the Mortgagor as debtor and of the Mortgagee as secured party are as set forth in Section 9 hereof. The Mortgagor is an organization of the type and organized in the jurisdiction set forth on the first page hereof. The cover page hereof accurately sets forth the Mortgagor's organizational identification number or accurately states that the Mortgagor has none. 11. All of the terms, provisions and covenants of the Mortgage, except as expressly modified hereby, shall be and remain in full force and effect. 12. The invalidity of any one or more phrases, clauses, sentences, paragraphs or provisions of this Supplemental Mortgage shall not affect the validity of the remaining portions hereof. 13. This Supplemental Mortgage may be simultaneously executed in any number of counterparts, and all of said counterparts executed and delivered, each as an original, shall constitute but one and the same instrument. CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 00317 00318 14. This Supplemental Mortgage shall be governed by, and construed according to, the laws of the State of Washington, except to the extent governed by federal law or the Uniform Commercial Code of the state of the Mortgagor's location. IN WITNESS WHEREOF, LOWER VALLEY ENERGY, INC., as Mortgagor, has caused this Supplemental Mortgage to be signed in its name and its corporate seal to be hereunto affixed and attested by its officers thereunto duly authorized, and NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION, as Mortgagee, has caused this Supplemental Mortgage to be signed in its name and its corporate seal to be hereunto affixed and attested by its officers thereunto duly authorized, as of the day and year first above written. CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 [EXECUTED ON THE FOLLOWING PAGES] (Seal) Attes Its: Executed by the Mortgagor in the presence of: _4"Pi/d STATE OF WYOMING COUNTY OF k(/VA.9, O this t 'day of f.) 20 efore rite ppeared and personally known, by me and having been duly sworn by me, did say that they are the c menu AA and Sec 1T. o respectively, of Lower Valley Energy, Inc., a Wyoming corporation, and that the seal affixed to the foregoing instrument is the corporate seal of said corporation, and that said instrument was signed nd sealed in behalf of said corporation by authority of its Board of Directors, and said g 1 and k l nda Sc-kin ie acknowledged that the execution of said instrument was a ree act and deed of said corporation. laiftAXIIRF 4TN o� TARY r t e hereunto set my hand and official seal the day and year Secretary Witnesses County of State of Lincoln "i!; Wyoming (NOornic'�.I i l xpires Au•ust 31, 2014 Notan ubiic My commission expires: er, 1 CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 t )tA SS 00319 (SEAL) Attest: Title: Assistant Secretary Treasurer Executed by the Mortgagee in the presence of: COMMONWEALTH OF VIRGINIA COUNTY OF LOUDOUN Shannon Denise rClloudean I, a f I N Pt� I� f the Commonwealth of Virginia, County of Loudoun, do certify that L whose n me is signed to the writing above, bearing date on the I I-1-1A- day of /4, 01 has acknowledged the same before me in my county aforesaid. Given under my hand this 11 day of (Notarial Seal) My commission expires: CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 BRYAN RUSSELL Witnesses .Ranyer Bravo illiam R. Knecht III NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION, for itself and as Master Servicer under one or more servicing agreements on behalf of the Federal Agricultural Mortgage Corporation. SS Assistant Secretary- Treasurer MARIANNE L DUSOLD 6 .tary Pub SHANNON DENISE CLOUDEN Notary Public Commonwealth of Virginia 7501045 My Commission Expires Nov 30, 2015 00320 vid.ced,t' upioc Loan Designation Note Amount Note Date Note Term Maturity Date W Y011 -A -9015 $609,000.00 09/28/1978 09/28/2013 W Y011 -A -9019 $3,150,000.00 $1,316,842.0C 01/18/1982 12/20/1984 01/18/2017 12/20/2019 W Y011 -A -9020 W Y011 -A -9040 $375,000.00 11/22/1994 11/22/2013 WY011 -A -9041 $400,000.00 11/22/1994 11/22/2013 WY011 -A -9042 $480,000.00 11/22/1994 11/22/2014 WY011 -A -9043 $250,000.00 11/22/1994 11/22/2015 WY011 -A -9044 $300,000.00 11/22/1994 11/22/2016 WY011 -A -9047 $1,000,000.00 01/26/1995 01/26/2016 W Y011 -A -9048 $1,000,000.00 01/26/1995 01/26/2025 WY011 -A -9064 $515,000.00 04/27/1995 04/27/2013 WY011 -A -9066 $155,000.00 04/27/1995 04/27/2015 WY011 -A -9067 $190,000.00 04/27/1995 04/27/2016 WY011 -A -9068 $250,000.00 04/27/1995 04/27/2017 WY011 -A -9069 $200,000.00 04/27/1995 04/27/2018 WY011 -A -9070 $2,500,000.00 05/30/1996 05/30/2031 WY011 -A -9073 $15,000,000.00 08/07/2000 08/07/2043 W Y011 -A -9074 $5,000,000.00 10/09/2000 10/09/2043 WY011 -V -9075 $25,000,000.00 06/24/2004 06/24/2044 WY011 -V -9080 $25,000,000.00 07/08/2008 07/08/2048 WY011 -LUM -3000- FMD001 $3,000,000.00 01/15/2010 02/01/2025 WY01 -LUM -3001- FMD001 $3,773,043.00 11/05/2010 01/01/2041 CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 Appendix A The instruments referred to in the preceding recitals are as follows: 1. The Maximum Debt Limit is $300,000,000.00. 2. The Mortgage as described in the second WHEREAS clause above is as follows: Restated Mortgage and Security Agreement dated as of July 8, 2008, made by and between Mortgagor and Mortgagee 3. The outstanding secured indebtedness described in the first WHEREAS clause above as evidenced by the Outstanding Notes is as follows: "Outstanding Notes 00321 4. "Current Loan Agreement" is that loan agreement dated as of even date herewith. 5. "Current Notes" Loan Designation Note Amount Note Term Maturity Date WY011 -A -9083 $170,000,000.00 September 30, 2028 CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 00322 Appendix B 00323 (a) The Mortgaged Property is located in the Counties of Lincoln, Sublette and Teton in the State of Wyoming. (b) The property referred to in the Granting Clause includes the following: CFC MORTG WY011 -A -9083 (MCGHEEM) 176255 -1 (See Attachment) RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN "FOR D.O.R. USE ONLY" PIDN (2) Tax District: 0200 PROPERTY CLASSIFICATION (3) Classification of Property: Operating Property: Non- Operating Property: Bridger -Teton National Forest, Special Use Permit (4) Classification of Additions: Power Plant with 3 -500 kW Generators, Substation Residence Substation 2.4 7.2/12.5 KV, 2.0 MVA; Power Plant 32'0" x 61'4" Residence 31'6" x 28'0" built in 1951 (5) Company Reference Name: Strawberry Power Plant 6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Power Generation (9) Operating Property Yes Non- Operating Property No 10) Which plant account or balance sheet number is this property placed in or transferred to7 (11) Provide the legal description of the property. NW 1/4 Section 26, T34N, R118W, said parcel being 300' in length and 200' in width, consisting of 1.4 acres more or less. Company: LOWER VALLEY ENERGY, INC. REA Electrics Annual Report Page 24 -1 rftva24 Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN **FOR D.O.R. USE ONLY* PIDN (2) Tax District: 0200 PROPERTY CLASSIFICATION (3) Classification of Property: Bridger -Teton National Forest, Special Use Permit Operating Property: Non Operating Property: (4) Classification of Additions: Dam and Reservoir built in 1951, Dam 12' tp 15' at spillway 110' feet long. Reservoir maximum 19.48 acre feet (5) Company Reference Name: Strawberry Power Plant Dam Site (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Dam and Reservoir (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A parcel of land being of the NE 1/4 Section 25, T34N, R118W, and NW 1/4 Section 30; T34N, R117W, 6th P.M. Commencing at the quarter corner common to Section 27 and Section 34, T34N, RI 18W; Thence North 74 degrces 35 minutes East 13,288 feet; Thence North 32 degrees 23 minutes East 77 feet to the true point of beginning, said point being designated Point A; Thence South 59 degrees 37 minutes East 178 feet to Point B; Thence South 17 degrees 37 minutes East 208 feet to Point C; Thence South 46 degrees 37 minutes East 321 feat to Point D; Thence North 69 degrees 23 minutes East 328 feet to Point E; Thence South 23 degrees 37 minutes East 205 feet to Point F; Thence North 68 degrees 23 minutes West 260 feet to Point G; Thence North 76 degrees 37 minutes West 530 feet to Point.H; Thence North 15 degrees 48 minutes West 496 feet to Point J; Thence North 32 degrees 23 minutes East 100 feet to point A being the point of beginning, consisting of 5 acres more or less. Company: LOWER VALLEY ENERGY, INC. REA Electrics Annual Report Page 24 -2 00325 Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN FOR D.O.R. USE ONLY" PIDN (2) Tax District: 0200 PROPERTY CLASSIFICATION (3) Classification of Property: Bridger -Teton National Forest, Special Use Permit Operating Property: Non Operating Property: (4) Classification of Additions: 36" Steel Pipeline built in 1951, 11,300 feet long. (5) Company Reference Name: Strawberry Power Plant Pipeline (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Power Plant and Pipeline (9) Operating Property Yes Non- Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. Being part Section 25 and Section 26, T34N, R118W, A strip of land 30' wide and 11,300 feet long, beginning at the above mentioned dam, consisting of 7.8 acres, more or less. Company: LOWER VALLEY ENERGY, INC. REA Electrics Annual Report Page 24 -3 u)326 Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN ""'FOR D.O.R. USE ONLY** PIDN'#: 2) Tax District: 0203 PROPERTY CLASSIFICATION 3) Classification of Property: Operating Property: Non- Operating Property: Company -owned land (4) Classification of Additions: Substation built in 1978, 69 7.2/12.5KV, 3.75 MVA (5) Company Reference Name: Snake River Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non- Operating Property No 10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A tract of land located in the W 1/2 SW 1/4 of Section 29, T37N, R1 18W, 6th P.M. Lincoln County, Wyoming, containing 0.8410 acres, more or less, more particularly described as follows: Beginning at a point on the West line of Tract 8, Lake View Estates, Inc. Subdivision as recorded in the Lincoln County records as instrument No. 386448, January 5, 1965, said point of beginning being South 72 degrees 24'17" East 523.38 feet; Thence North 00 degrees 07'00" West, 45.00 feet from the Northwest Comer of the SW 114 SW 1/4 of Section 29, T37N, R11 BW, 6th P.M., Wyoming, and running thence North 00 degrees 07'00" West, 180.00 feet along the West line of said Tract B to a point on the South right -of -way line of U.S. Highway 89; Thence continuing along the South right -of -way line of said U.S. Highway 89, 13.68 feet along the arc of a tangent curve to the left, said curve having a radius of 5,829.58 feet and the chord of which bears North 63 degrees 12'36" East, 13.68 feet; Thence continuing along said U.S. Highway 89, North 63 degrees 08'34" East, 188.54 feet; Thence South 00 degrees 07'00" East 224.78 feet; Thence South 75 degrees 50'00" West, 186.17 feet, more or less, to the point of beginning. Company: LOWER VALLEY ENERGY, INC. 00327 Tax Year: 2010 REA Electrics Annual Report Page 24 -4 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN 'FOR D.O.R. USE ONLY"' PIDN (2) Tax District: 0204 PROPERTY CLASSIFICATION (3) Classification of Property: Company-owned land Operating Property: Non Operating Property: (4) Classification of Additions: Substation built in 1955, 69- 7.2/12.5KV, 7.5 MVA (5) Company Reference Name: Freedom Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. l Beginning at the NW corner of NW 1/4 NW 1/4, Section 35, T35N, R119W, 6th P.M., Wyoming; Thence South 115 feet; Thence East 114 feet; Thence South 54 feet; Thence East 151 feet; Thence North 169 feet; Thence West 265 feet to the place of beginning, containing 38,629 square feet, more or less, including all water rights (0.887 acres) Company: LOWER VALLEY ENERGY. INC. 003 Tax Year: 2010 REA Electrics Annual Report Page 24 -5 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN 'FOR J.O.R. USE ONLY (2) Tax District: 0206 PROPERTY CLASSIFICATION (3) Classification of Property: Company -owned land Operating Property: Non- Operating Property: (4) Classification of Additions: Substation built in 1955, 69- 7.2/12.5 KV, 3.0 MVA (5) Company Reference Name: Bedford Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation 9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. Beginning at the SW corner of the SW1 /4, Section 29, T34N, R1 18W, 6th P.M., Wyoming, and Thence North 150 feet, Thence East350 feet; Thence South 150 feet; Thence 350 feet to the place of beginning, consisting of approxi- mately 1.2 acres; together with and including all tenements, hereditaments and water rights appurtenant thereto. Company: LOWER VALLEY ENERGY, INC. 00329 Tax Year: 2010 REA Electrics Annual Report Page 24 -6 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN "`FOR D.O.R. USE ONLY" PIDN (2) Tax District: 0227 PROPERTY CLASSIFICATION (3) Classification of Property: Company -owned land Operating Property: Non- Operating Property: (4) Classification of Additions: Substation built about 1976, Transmission Line Transformer 115 -69 KV, 15 MVA Distribution Transformer 69- 7.2/12.5 KV, 2.5 MVA (5) Company Reference Name: Dry Creek Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? 1(11) Provide the legal description ofthe property. A 1.151 acre tract of land located in the Southwest Quarter of the Northwest Quarter of Section 11, T3 1N, R119W of the 6th P.M., Wyoming and being more particularly described as follows: Beginning at a point marked by a 3" iron pipe with a brass cap monument marking the quarter comer between sections 10 and 11 in said Township and Range and running North 0 degrees 29 minutes East along the Westerly line of said section a distance of 422.45 feet to a 1" iron pipe; Thence running parallel with the East Canal of the Fairview Irrigation Co. and about 10 feet Southwesterly thereof, South 27 degrees 56 minutes East a distance of 476.35 feet to a 1" iron pipe set in the Southerly line of said Northwest Quarter of said Section 11; Thence running South 89 degrees 39 minutes West along said Southerly line a distance of 226.71 feet to the point of beginning. Company: LOWER VALLEY ENERGY, INC. 00330 Tax Year: 2010 REA Electrics Annual Report Page 24 -7 Company: LOWER VALLEY ENERGY, INC. 00331 Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN (2) Tax District: 0237 '"FOR D.O.R. USE ONLY PIDN PROPERTY CLASSIFICATION (3) Classification of Property: Operating Property: Company -owned land Non Operating Property: (4) Classification of Additions: Radio Tower and cinder block building, approximately 12' x 8', built in 1956. (5) Company Reference Name: Afton Radio Tower Site (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Radio Booster (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? 1(11) Provide the legal description of the property. The SW 1/4 of the NE 1/4 of the NE 1/4 of Section 13, T33N, R1 19W, 6th P.M. Beginning at a point which is 35 rods South 55 degrees West from the NE corner of the NW 1/4 of NE 1/4 of Section .13, T33N, RI 19W of 6th P.M.; Thence South 15 rods; Thence West 32 rods; Thence North 15 rods; Thence East 32 rods, to the place of beginning, consisting of 3 acres, together with and including all water rights and appurtenances thereto, REA Electrics Annual Report Page 24 -8 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN ""'FOR D.O.R. USE ONLY'" PIDN (2) Tax District: 0237 PROPERTY CLASSIFICATION (3) Classification of Property: Company -owned land Operating Property: Non- Operating Property: (4) Classification of Additions: Substation built about 1977; 69- 7.2/12.5 KV, 3.75 MVA (5) Company Reference Name: Grover Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A one acre tract of land lying in the SE 1/4 SE. 1/4 of Section 31, T33N, R11 8W of the 6th P.M., Wyoming, more particularly described as follows: Beginning at a point in the easterly line of said Section 31, North 0 degrees 04 minutes West a distance of 208.71 feet from the Southeast Corner thereof, (said Southeast Comer lying on the centerline of Highway Secondary Route 237); Thence West parallel with the South line of said Section a distance of 208.71 feet; Thence South 0 degrees 04 minutes East a distance of 206.71 feet to said South L,ine of Section 31 and said Highway centerline; Thence West along said South line of Section 31 a distance of 30.00 feet; Thence North 0 degrees 04 minutes West, Parallel with said Easterly line of Section 31 a distance of 364.96 feet; Thence East parallel with said South line of Section 31 a distance of 238.71 feet to said Easterly line of Section 31 marked by a 3" iron pipe with a brass cap; Thence South 0 degrees 04 minutes East a distance of 156.25 feet to the point beginning containing 1.000 acres of land. Company: LOWER VALLEY ENERGY, INC. 332 Tax Year: 2010 REA Electrics Annual Report Page 24 -9 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate age for each parcel. (1) Name of County: LINCOLN *FOR D.O.R. USE ONLY PIDN (2) Tax District: 0237 PROPERTY CLASSIFICATION (3) Classification of Property: Company -owned Land, bought in 2003 Operating Property: Non Operating Property: (4) Classification of Additions: No improvements (5) Company Reference Name: The Narrows Communications Site (6) Company Reference Locality (7) Map/Plat (8) Statement of Use: Enlargement of communications parcel (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? 1 (11) Provide the legal description of the property. Commencing at the quarter section corner common to Section 13, Township 33 North, range 119 West, 6th P.M., Lincoln County, Wyoming, with Section 18, Township 33 North, range 118 West, 6th P.M., Lincoln County, Wyoming, being a brass cap and iron pipe monument, thence N. 00 deg. 50'00 "W., 2,633.81 feet along the section line common to said sections 13 and 18 to the section corner common to sections 12 and 13, Township 33 North, range 119 West, 6th P.M., Lincoln County, Wyoming, with sections 7 and 18, Township 33 North, range 118 West, 6th P.M., Lincoln County, Wyoming, being found a stone monument, thence S. 78 degrees 27'37 "W., 1,655.31 feet to the POINT OF BEGINNING, the northeasterly corner of a parcel of land for the enlargement of a communications parcel to serve Lower Valley Energy, being a 3 inch diameter brass cap and iron bar monument, set this survey; Thence S. 00 degrees 00'00" E., 433.40 feet to a 3 inch diameter brass cap and iron monument; Thence S. 90 degrees 00'00" W., 704.00 feet to a 3 inch diameter brass cap and iron monument; Thence N. 00 degrees 00'00" W., 186.00 feet to the southwesterly corner of an existing Lower Valley Energy parcel, a found 3 inch diameter brass cap and iron bar monument; Thence N. 90 degrees 00'00" E., 528.00 feet along the southerly boundary of an existing Lower Valley Energy parcel to a found 3 inch diameter brass cap and iron bar monument; Thence N. 00 degrees 00'00" W., 247.00 feet along the easterly boundary of an existing Lower Valley Energy parcel to a found 3 inch diameter brass cap and iron bar monument; Thence N. 90 degrees 00'00" E., 176.00 feet to the POINT OF BEGINNING. Company: LOWER VALLEY ENERGY, INC. 00333 Tax Year: 2010 REA Electrics Annual Report Page 24 -10 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN **FOR D.O.R. USE ONLY PION (2) Tax District: 0250 PROPERTY CLASSIFICATION (3) Classification of Property: Company -owned land Operating Property: Non Operating Property: (4) Classification of Additions: Substation built about 1955; Two -phase Transformers each 69-7.2/12.5 KV, 7.5 MVA (5) Company Reference Name: Afton Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? 1(11) Provide the legal description of the property. Beginning at a point which is the Southeast Corner of Lot Four (4) in Block Two (2) in the Town of Afton, Lincoln County, Wyoming, and running thence North twenty (20) rods, thence West twenty -two (22) rods, thence South twenty (20) rods, thence East twenty-two (22) rods to the point of beginning; Including 2.75 acres, more or less. (Note: This parcel includes both the George W. West and the George S. Peterson deeds.) Company: LOWER VALLEY ENERGY, INC. ti Tax Year: 2010 REA Electrics Annual Report Page 24 -11 Company: LOWER VALLEY ENERGY, INC. 1) Name of County: LINCOLN (2) Tax District: 0250 (3) Classification of Property: Company owned land (4) Classification of Additions: Office Warehouse Complex and Truck Storage Shed built about 1976. Office: 116' 8" x 98' 0" (5) Company Reference Name: Afton Office (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Office, Warehouse, and Shop Facilities 9) Operating Property Yes 1(11) Provide the legal description of the property. REA Electrics Annual Report RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. PIDN Operating Property: Non- Operating Property: Non- Operating Property Page 24 -12 ""FOR D.O,R. USE ONLY* PROPERTY CLASSIFICATION (10) Which plant account or balance sheet number is this property placed in or transferred to? 00335 Tax Year: 2010 Commencing at a point which is 33 rods North from the Southeast Comer of the NE 1/4 TIE 1/4 of Section 25, T32N, R119W, 6th P.M., Wyoming, and running thence West 20 rods; Thence South 12 rods; Thence West 20 rods; Thence North 73 rods; Thence East 40 rods; Thence South 61 rods, to the point of beginning, together with all water rights and improvements. (16.75 acres, more or less) Company: LOWER VALLEY ENERGY, INC. (1) Name of County: TETON "FOR D.O.R. USE ONLY" Company -owned land (4) Classification of Additions: (5) Company Reference Name: Hoback Substation (8) Statement of Use: Substation (9) Operating Property Yes REA Electrics Annual Report RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. PIDN (3) Classification of Property: Operating Property: Hoback Substation built in 1958; 115 7.2/12.5 KV, 7.5 MVA Non Operating Property: (6) Company Reference Locality (7) Map /Plat Non Operating Property (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A portion of an original tract of land granted to Lower Valley Power Light, Inc. as recorded in the Office of the Teton County Clerk in Warranty Deed Record Number 12, Page 158, and located within H.E.S. 107 (Section 26), Township 39 North, Range 116 West, and more particularly described as follows: Beginning at a point N 0 degrees 13', 112.65' from the Southeast comer of said Lower Valley Power Light, inc. Original tract monumented with a 1" iron pipe with survey cap inscribed "M &M Thence running at a bearing measured by Miner and Miner Consulting Engineers, Inc., N 0 degrees 13' E along the Easterly boundary of said original tract 101.67'; Thence N 74 degrees 31' W, 188.38'; Thence S 29 degrees 39' W, 360,3' along the Westerly boundary of the original tract; Thence N 84 degrees 40' E, 127.42'; Thence N 61 degrees 36' E 286.28', more or less, to the point of beginning. Containing 1.44 acres more or less. Page 24 -13 3 3 6 Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: TETON *FOR D,O.R. USE ONLY PION (2) Tax District: 0100 PROPERTY CLASSIFICATION (3) Classification of Property: Company -owned land Operating Property: Non Operating Property: (4) Classification of Additions: Jackson Office 73'8" x 38'0" built in 1984. Warehouse 180'0" x 50'0" built in 1981. Vehicle Storage 180'0" x 25'0" built in 1981. Rafter J Substation 115- 7.2/12.5 KV, 12 MVA built in 1980. Portable Substation Storage Shed 60'0" x 25'0" built 1 1981. Gas Oil Shed 16'0" x 12'0" built in 1980. Shop 100'0" x 50'0" built in 1987. (5) Company Reference Name: Jackson Office, Warehouse, Rafter .1 Substation 6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Office, Warehouse, Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal descnption of the property. A portion of the NE 1/4 NE 1/4 of Section 20, T4ON, RI 16 W, Teton County, Wyoming bounded and described as follows: Bounded on the North by the North line of said NE 1/4 NE 1/4; On the East by the East line of said NE 1/4 NE 1/4; On the South by the South line of said NE 1/4 NE 1/4; On the West by the East right -of -way line of U.S. Highway 26 -89 -189 as described in instrument recorded in book 11 of Deeds, page 504. (14.8 acres) Company: LOWER VALLEY ENERGY, INC. 00337 Tax Year: 2010 REA Electrics Annual Report Page 24 -14 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: LINCOLN "*FOR D.O.R. USE ONLY PION (2) Tax District: 0100 PROPERTY CLASSIFICATION (3) Classification of Property: U.S. Forest Service Free Use Permit under Regulation Operating Property: Non Operating Property: U -11 (1) (4) Classification of Additions: Substation built about 1955; 115 7.2/12.5 KV, 12 MVA (5) Company Reference Name: Crystal Springs Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non- Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? 1 (11) Provide. the legal description of the property. Portion of National Forest land described as follows: Beginning at the SE corner of Section 24, T42N, RI 17W, 6th P.M., Wyoming; Thence East 100 feet; Thence North 2893 feet; Thence North 39 degrees West 158 Feet to the true point of beginning on the East line of said Section 24; Thence 25 feet on each side of the following course: North 39 degrees Wes 112 feet; Thence the area enclosed by the following traverse: South 51 degrees West 100 feet; North 39 degrees West 200 feet; North 51 degrees East 348 feet; South 0 degrees East 255 feet; South 51 degrees West 90 feet. (1.37 acres) Company: LOWER VALLEY ENERGY, INC. 338 Tax Year: 2010 REA Electrics Annual Report Page 24 -15 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: TETON *FOR D.O.R. USE ONLY* PION (2) Tax District: 0100 PROPERTY CLASSIFICATION (3) Classification of Property: Use Permit in Grand Teton National Park Operating Property: Non Operating Property: (4). Classification of Additions: Substation built about 1964, 69 14.4/24.9 KV, 7.5 MVA 4 (5) Company Reference Name: Moran Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A plot of land 92' x 52'6" in the SW 1/4 SW 1/4 Section 23, T45N, R114W (0.111 acres) Company: LOWER VALLEY ENERGY, INC. 00339 Tax Year: 2010 REA Electrics Annual Report Page 24 -16 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: TETON **FOR D.O.R. USE ONLY PIDN (2) Tax District: 0100 PROPERTY CLASSIFICATION (3) Classification of Property: Free Use Permit in Grand Teton National Park Operating Property: Non- Operating Property: (4) Classification of Additions: Substation built about 1958, 69 14.4/24.9 KV, 3.75 MVA (5) Company Reference Name: Kelly Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A plot of land 84'6" x44' in the SW 1/4 SW 1/4 SW 1/4 Section 2, T42N, RI 15W. (0.085 acres) Company: LOWER VALLEY ENERGY, INC. REA Electrics Annual Report Page 24 :340 Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. (1) Name of County: TETON JPIDN "FOR D.O.R. USE ONLY" (2) Tax District: 0100 PROPERTY CLASSIFICATION (3) Classification of Property: U.S.F.S. Free Use Permit issued under Regulation U -11 Operating Property: Non Operating Property: (1) (4) Classification of Additions: A cinder block building 8'x8' and a 100' steel antenna tower built about 1955 (5) Company Reference Name: Snow King Radio Transmitter (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Radio Transmitter (9) Operating Property Yes Non- Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. NE114, NE1 /4, Section 4, R116W, T4oN, 6th P.M. Wyoming (1.0 acres) Company: LOWER VALLEY ENERGY, INC. 00341 Tax Year: 2010 REA Electrics Annual Report Page 24 -18 (6) Company ttererence Locality 7F: t r ivraprrIa1 ff. (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? 1(11) Provide the legal description of the property. A portion of The N l/2 N 1/4 Section 23, T41N, R1 17W of the 6th P.M. in Wyoming. Beginning at Corner Number 1, which is 1,311.4' West and 1,004.4' South of the NE comer of said Section 23; Thence West 264' for Corner Number 2; Thence South 315.7' to Comer Number 3; Thence West 200' to Corner Number 4; Thence North 345.7' to Corner Number 5; Thence East 464' to Corner Number 6; Thence South 30' to Corner Number 1, the said point of beginning; Containing 1.77 acres, more or less. Company: LOWER VALLEY ENERGY, INC. (1) Name of County: TETON (2) Tax District: 0100 (3) Classification of Property: Company owned land 4) Classification of Additions: RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Substation built in 1970, 115 7.2/12.5 KV, 12 MVA (5) Company Reference Name: Wilson Substation Use a separate page for each parcel. PIDN REA Electrics Annual Report Page 24 -19 Operating Property: Non- Operating Property: "FOR D.O.R. USE ONLY PROPERTY CLASSIFICATION uu342 Tax Year: 2010 Company: LOWER VALLEY ENERGY. INC. 1 Name of County: TETON (2) Tax District: 0150 (3) Classification of Property: (11 Company owned land (4) Classification of Additions: RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Substation built in 1977, 115 7.2/12.5 KV, 12 MVA (5) Company Reference Name: Jackson #1. Substation (6) Company Reference Locality (7) Map /Plat 8) Statement of Use: Substation (9) Operating Property (10) Which plant account or balance sheet number is this property placed in or transferred to? Provide the legal description of the property. Use a separate page for each parcel. PIDN REA Electrics Annual Report Page 24 -20 Operating Property: Non Operating Property: Yes Non- Operating Property "FOR D.O.R. USE ONLY PROPERTY CLASSIFICATION 00343 Tax Year: 2010 A tract of land in the NE1 /2SW 1/4 Section 33, T41N, R116W, 6th P.M., Teton County, Wyoming being more particularly decribed as: Considering the West line NE1 /4SW 1/4 said Section 33 to bear North 00 degrees 13'33" East, and all other bearings being relative thereto; Beginning at a point on the West line NE1 /4SW 1/4 said Section 33, Thence the NW Corner NE1 /4SW 1 /4 said Section 33 bears North 00 degrees 13'03" East, 79.51 feet; Thence South 89 degrees 46'58" East 175.00 feet; Thence South 00 degrees 13'03" West 160.00 feet; Thence South 31 degrees 10'53" West, 145.77 feet; Thence South 00 degrees 13'03" West, 70.00 feet; Thence North 89 degrees 46'58 West 100.00 feet to a point on the West line NE1 /4SW 1/4 said Section 33; Thence North 00 degrees 13'03" East (The above described tract contains 1.198 acres, more or less. RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separat page for each parcel. (1) Name of County: TETON 'FOR D.O.R. USE ONLY PIDN (2) Tax District: 0150 PROPERTY CLASSIFICATION (3) Classification of Property: Company owned land Operating Property: Non- Operating Property: (4) Classification of Additions: Substation built in 1962, 115 7.2/12.5 KV, 12 MVA (5) Company Reference Name: East Jackson Substation (6) Company Reference Locality (7) Map /Plat (8) Statement of Use: Substation (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. A parcel of land found in the SE 1/4 NW 1/4 of Section 34, T4 IN, RI16W. Commencing' at the NE Corne- of Lot 1 of th Schultz addition of the Town of Jackson; Thence North, 89 degrees 41'32" East 106.57' to the true point of beginning; Thence continuing North 89 degrees 41'32" East 175.24'; Thence South 00 degrees 1'58" East 231.23'; Thence North 63 degrees 10' Wes': 194.69'; Thence North 00 degrees 25' West 232.57' to the point of beginning. The entire parcel contains 1.11 acres, more or less. Company: LOWER VALLEY ENERGY, INC. x+344 Tax Year: 2010 REA Electrics Annual Report Page 24 -21 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate page for each parcel. I (1) Name of County: TETON ""'FOR D.O.R. USE ONLY** PIDN (2) Tax District: 0150 PROPERTY CLASSIFICATION (3) Classification of Property: Company owned land Operating Property: Non Operating Property: (4) Classification of Additions: Anchors& Down Guys for Transmission Line (5) Company Reference Name: Jackson Transmission Down Guy Site (6) Company Reference Locality (7) Map /Plat (8) 'Statement of Use: Placement of guys for power line (9) Operating Property Yes Non Operating Property No (10) Which plant account or balance sheet number is this property placed in or transferred to? (11) Provide the legal description of the property. Commencing at a point on the West line of Section 34, which is 2,325 feet from the NW corner of said Section 34, T4 IN, R116W, 6th P.M., Teton County, Wyoming; Thence North 89 degrees 46' East 1,265 feet; ThenceNo:th 7 degrees 16' East a distance of 213.2 feet; Thence North 24 degrees 23' East a distance of 234.5 feet; Thence North 27 degrees 43' Eas a distance of 214.5 feet to corner No. 1 and place of beginning, on old fence line and alley line of the Meadowland Additi to the Town of Jackson, County of Teton, State of Wyoming; Thence North 88 degrees 57' East a distance of 55 feet to corner No. 2; Thence South 70 feet of comer No. 3; Thence West to East line of the Meadowland Additior., which is the street line; Thence North 27 degrees 43' East to corner No. 1 and place of beginning, together with and including all tenements, hereditament, appurtenances and water rights. (0.1 acres, more or less.) Company: LOWER VALLEY ENERGY, INC. REA Electrics Annual Report Page 24 -22 0034, Tax Year: 2010 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING Use a separate pare for each parcel. (1) Name of County: TETON *FOR D.O.R. USE ONLY PIDN (2) Tax District: 0150 PROPERTY CLASSIFICATION (3) Classification of Property: Company owned Real Property Operating Property: Non Operating Property: (4) Classification of Additions: Condo 26'9" x 18'3" built in 2000 (5) Company Reference Name: Jackson Vine Street Condo (6) Company Reference Locality (7) Map/Plat 1046 (8) Statement of Use: Temporary Employee Lodging (9) Operating Property Yes Non Operating Property (10) Which plant account or balance sheet number is this property placed in or transferred to? 1(11) Provide the legal description of the property. Lot 2 of Vine Street Townhomes Addition to the Town of Jackson, Teton County, Wyoming, Plat 1046. SE 1/4 NW 1/4, Section 34, T41N, R116W, 6th P.M., Teton County, Wyoming. Company: LOWER VALLEY ENERGY, INC. 00346 Tax Year: 2010 REA Electrics Annual Report Page 24 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING COMPANY: Lower Valley Energy, Inc. *FOR D.O:R.. USE ONLY** NAME OF COUNTY: Lincoln PIDN# TAX DISTRICT 0250 PROPERTY CLASSIFICATION CLASSIFICATION OF PROPERTY; (i.e. Fee Lands, Easements, Right Company owned OPERATING PROP. NON OPERATING PROP. of Ways, etc.) CLASSIFICATION OF PROPERTY; (i.e. Improvements, Buildings, Leasehold Improvements, etc.) Liquified Natural Gas Processing Terminal COMPANY REFERENCE NAME: Afton LNG Plant COMPANY: REFERENCE LOCALITY MAP /PLAT STATEMENT OF INTENDED USE: Liquified Natural Gas Processing Terminal OPERATING PROPERTY: Yes NON OPERATING PROPERTY: WHICH PLANT ACCOUNT OR BALANCE SHEET NUMBER IS IN OR TRANSFERRED TO? THIS PROPERTY PLACED PROVIDE THE LEGAL DESCRIPTION FOR THE PROPERTY: (USE SEPARATE PAGE FOR EACH PARCEL) Located on a portion of the *Afton Office property which commences at a point which is 33 rods North from the Southeast Corner of the NE 1/4 NE 1/4 of Section 25, T32N, R119W, 6th P.M., Wyoming, and running thence West 20 rods: Thence South 12 rods; Thence West 20 rods; Thence North 73 rods: Thence East 40 rods: Thence South 61 rods, to the point of beginning, together with all water rights and improvements. (16.75 acres, more or less.) *This property is reported on the Electric Annual Report form. Company: LOWER VALLEY ENERGY, INC. U 3 4 7 Tax Year: 2012 Gas Distribution Annual Report Page 24 -1 Revised 2011 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING COMPANY: Lower Valley Energy, Inc. *FOR D.O.R. USE ONLY NAME OF COUNTY: Teton PIDN# TAX DISTRICT 0100 PROPERTY CLASSIFICATION CLASSIFICATION OF PROPERTY; (i.e. Fee Lands, Easements, Right Company owned OPERATING PROP. NON OPERATING PROP. of Ways, etc.) CLASSIFICATION OF PROPERTY; (i.e. Improvements, Buildings, Leasehold Improvements, etc.) Liquified Natural Gas Processing Terminal COMPANY REFERENCE NAME: Jackson LNG Plant COMPANY: REFERENCE LOCALITY MAP /PLAT STATEMENT OF INTENDED USE: Liquified Natural Gas Processing Terminal OPERATING PROPERTY: Yes NON- OPERATING PROPERTY: WHICH PLANT ACCOUNT OR BALANCE SHEET NUMBER IS IN OR TRANSFERRED TO? THIS PROPERTY PLACED PROVIDE THE LEGAL DESCRIPTION FOR THE PROPERTY: (USE SEPARATE PAGE FOR EACH PARCEL) Located on a portion of the *Jackson Office property which is located on a portion of the NE 1/4 NE 1/4 of Section 20, T4ON, R116 W, Teton County, Wyoming bounded and described as follows: Bounded on the North by the North line of said NE 1/4 NE 1/4; On the East by the East line of said NE 1/4 NE 1/4; On the South by the South line of said NE 1/4 NE 1/4; On the West by the East right -of -way line of U.S. Highway 26 -89 -189 as described in instrument recorded in book 11 of Deeds, Page 504. (14.8 acres). *This property is reported on the Electric Annual Report form. Company: 1.v WV L` R VALLEY ENERGY, INC. 0 0 a 0 Tax Year: 2012 Gas Distribution Annual Report Page 24 -2 Revised 2011 RECORD OF PROPERTY OWNERSHIP STATE OF WYOMING COMPANY: Lower Valley Energy, Inc. *FOR D.O.R. USE ONLY**` NAME OF COUNTY: Sublette PIDN# TAX DISTRICT 0101 PROPERTY CLASSIFICATION CLASSIFICATION OF PROPERTY; (i.e. Fee Lands, Easements, Right Easement OPERATING PROP. NON OPERATING PROP. of Ways, etc.) (Grantor: Miller Land Livestock Company, PO Box 67, Big Piney, WY 83113) CLASSIFICATION OF PROPERTY; (i.e. Improvements, Buildings, Leasehold Improvements, etc.) Natural Gas Dehydration Facility COMPANY REFERENCE NAME: Rim Station COMPANY: REFERENCE LOCALITY MAP/PLAT STATEMENT OF INTENDED USE: Natural Gas Dehydration Facilt OPERATING PROPERTY: Yes NON OPERATING PROPERTY: WHICH PLANT ACCOUNT OR BALANCE SHEET NUMBER IS THIS IN OR TRANSFERRED TO? PROPERTY PLACED PROVIDE THE LEGAL DESCRIPTION FOR THE PROPERTY: (USE SEPARATE PAGE FOR EACH PARCEL) An easement in the west half of Section 24, Township 36 North, Range 112 West, 6th P.M., Sublette County, Wyoming, said easement being described as follows: Commencing at the Northwest corner of Section 24; Thence S38119'43 "E 4087.91 feet to the POINT OF BEGINNING, being a point on the westerly right of way line of U.S. Highway 189/191; Thence S11 45'33 "W, along said right of way line, 250.00 feet; Thence N 78 0 14'27 "W 170.00 feet; Thence N 11 45'33 "E 250.00 feet; Thence S78 14'27 "E 170.00 feet to the POINT OF BEGINNING. Said easement containing 0.976 acres, more or less. Company: LOWER VALLEY ENERGY, INC. Gas Distribution Annual Report Page 24 -3 00349 Tax Year: Revised 2011 rml REAL ESTATE PURCHASE AGREEMENT AN AGREEMENT dated this /5 day of June, 2012, between, LOWER VALLEY ENERGY, INC., hereinaftef referred to as "Buyer" and, SHERRILL FRANK 1 SHORTER, MARLA MAY HUTCHINGS, LARENE S. MOSCHETTI (formerly Latene Good) and RENAE ANAST (formerly Renea Stevens) (as joint tenants with rights of survivorship), ,hereinafter referred to as "Sellers" or collectively as "Parties" to this agreement. The effective date of the agreement is the date it is signed by the Buyer, following signature by all Sellers. Subject to the provisions of this agreement, Buyer agrees to buy and Seller agrees to sell the following described real estate situated in Lincoln County, Wyoming, more particularly described as follows, to wit: North Afton Property Beginning at a point which is 21 rods North from the Southeast Corner of the NE1 /4NE1 /4, of Section 25, T32N, R1 19W of the 6 P.M., Lincoln County, Wyoming, and running thence West 20 rods; thence North 12 rods; thence East 20 rods; thence South 12 rods to the place of the beginning containing 1 1/2 acres of land, together with all water, water rights, rights of way, improvements and appurtenances in any way appertaining thereunto. 1. PURCHASE PRICE; The sale price for the above- described property shall be Ninety Thousand Dollars ($90,000.00). 2. PAYMENT/FINANCING TERMS. The Buyer shall deposit one thousand dollars ($1,000.00) as refundable earnest money if all conditions are not satisfied, with the Alliance Title Di21e Company in Afton, Wyoming in an escrow account established by Seller upon terms and conditions acceptable to Buyer, within five (5) days of acceptance of this agreement by all Parties. The remaining eighty nine thousand dollars ($89,000.00) shall be delivered to the Sellers by a check from Buyer at closing. REAL ESTATE PURCHASE AGREEMENT Page 1 of 7 -Ey CFC MORTG WY011 -A -9033 (MCGHEEM) 176255 -1 Appendix C Excepted Property NONE 00351