DTE Energy 2013 Annual Report Download - page 165

No recourse shall be had for the payment of the principal of, Make-Whole Amount, if any, or the interest on, the Bonds, or for
any claim based hereon or otherwise in respect of the Bonds or the Indenture, against any incorporator, stockholder, director or officer,
past, present or future, of the Company, as such, or any predecessor or successor corporation, either directly or through the Company or
any such predecessor or successor corporation, whether by virtue of any constitution, statute or rule of law, or by the enforcement of
any assessment or penalty or otherwise, all such liability, whether at common law, in equity, by any constitution, statute or otherwise,
of incorporators, stockholders, directors or officers being waived and released by the owner hereof by the acceptance of the Bonds, and
as part of the consideration for the issue thereof, and being likewise waived and released pursuant to the Indenture and the Senior
Indenture.
This Bond shall be subject to redemption at the option of the Company, in whole at any time or in part from time to time (any
such date of optional redemption, a “Redemption Date”), at the applicable redemption price (“Redemption Price”) set forth below.
At any time prior to September 15, 2025, the Redemption Price will be equal to 100% of the principal amount of the Bonds to
be redeemed on the Redemption Date together with the Make-Whole Amount (as defined below), if any, plus, in each case, accrued and
unpaid interest thereon to the Redemption Date.
At any time on or after September 15, 2025, the Redemption Price will be equal to 100% of the principal amount of the bonds of
2013 Series D to be redeemed plus accrued and unpaid interest thereon to the redemption date.
Notwithstanding the foregoing, installments of interest on the Bonds that are due and payable on Interest Payment Dates falling
on or prior to a Redemption Date will be payable on the Interest Payment Date to the registered Holders as of the close of business on the
relevant Record Date.
“Make-Whole Amount” means, with respect to any Bond, a premium in an amount equal to the excess, if any, of the
Discounted Value of the Remaining Scheduled Payments with respect to the Called Principal of such Bond over the amount of such
Called Principal, provided that the Make-Whole Amount may in no event be less than zero. For the purposes of determining the Make-
Whole Amount, the following terms have the following meanings:
“Called Principal” means, with respect to a Bond, the principal of the Bond that is to be redeemed on a Redemption Date or has
become or is declared to be immediately due and payable pursuant to Section 9.01 of the Indenture, as the context requires.
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