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STATE OF SOUTH DAKOTA <br />COUNTY OF <br />BE IT REMEMBERED, that on this day of December, 2013, before me, <br />a Notary Public within and for the County and State aforesaid, <br />personally came , the of NorthWestern <br />Corporation, a Delaware corporation, who is personally known to me to be such officer, and who <br />is personally known to me to be the same person who executed as such officer the within <br />instrument of writing, and such person duly acknowledged that he signed, sealed and delivered <br />the said instrument as his free and voluntary act as such , and <br />as the free and voluntary act of NorthWestern Corporation for the uses and purposes therein set <br />forth. <br />IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my <br />official seal on the day and year last above written. <br />(NOTARIAL SEAL) <br />STATE OF NEW YORK <br />COUNTY OF NEW YORK <br />BE IT <br />MEMBERED, that on this 19 day of December, 2013, before me, <br />1 l e , a Notary Public within and for the County and State aforesaid, <br />personably canie Laurence J. O'Brien, a Vice President of The Bank of New York Mellon, who <br />is personally known to me to be such officer, and who is personally known to me to be the same <br />person who executed as such officer the within instrument of writing, and such person duly <br />acknowledged that he signed, sealed and delivered the said instrument as his free and voluntary <br />act as such Vice President, and as the free and voluntary act of The Bank of New York Mellon <br />for the uses and purposes therein set forth. <br />IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my <br />official seal on the day and year last above written. <br />)SS <br />)SS <br />201407774 <br />16 <br />Notary Public <br />Notary Public <br />DANNY LEE, NOTARY PUBLIC <br />tate of New York, NO. 01LE6161129 <br />Qualified in New York County <br />Commission Expires February 20, 20 4 S <br />