BILL OF SALE AND RELEASE

Black Hills Energy Arkansas, Inc ("Seller"), in consideration of the sum of {Spell Out Funds} & 00/100 Dollars ($________.00) paid by {Enter Purchaser Name} ("Purchaser"), does hereby grant, sell, transfer, convey and deliver to Purchaser all right, title and interest in and to the material more specifically described on Exhibit A (the "Material") on this _____ day of ________________, 20__ (the “Effective Date”).

1. The right, title and interest herein assigned, and the provisions hereof shall extend to and be binding upon Seller and Purchaser and their respective successors and assigns.

2. Purchaser has carefully inspected the Material assigned and certifies that Purchaser is familiar with the present condition of the Material. Purchaser agrees that the Material is being sold on an “AS-IS” basis.

3. SELLER EXPRESSLY DISCLAIMS AND NEGATES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, RELATING TO THE MATERIAL OR ITS CONDITION, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, IT BEING EXPRESSLY UNDERSTOOD BY PURCHASER, AND IT BEING THE EXPRESS INTENTION OF SELLER, THAT THE MATERIAL IS CONVEYED TO PURCHASER AS IS, WHERE IS, WITH ALL FAULTS IN ITS PRESENT CONDITION. SELLER ALSO DISCLAIMS ANY WARRANTY, REPRESENTATION, OR COVENANT CONCERNING THE MATERIAL’S COMPLIANCE WITH APPLICABLE FEDERAL, STATE, OR LOCAL STATUTES, REGULATIONS, ORDINANCES OR STANDARDS.

4. All local, state, and federal taxes or assessments attributable to the Material or any portion of it after the Effective Date are Purchaser’s responsibility.

5. This Bill of Sale and Release is subject to all applicable laws, ordinances, rules and regulations affecting the Material and Purchaser shall comply with the same and properly obtain and maintain all permits and other authorizations requested or required by governmental authorities asserting jurisdiction over the Material.

6. This Bill of Sale and Release may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Bill of Sale and Release delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Bill of Sale and Release.

IN WITNESS WHEREOF, Seller and Purchaser have executed this Bill of Sale on the date first written above.

BILL OF SALE AND RELEASE

Black Hills/Kansas Gas Utility Company, LLC ("Seller"), in consideration of the sum of {Spell Out Funds} & 00/100 Dollars ($________.00) paid by {Enter Purchaser Name} ("Purchaser"), does hereby grant, sell, transfer, convey and deliver to Purchaser all right, title and interest in and to the material more specifically described on Exhibit A (the "Material") on this _____ day of ________________, 20__ (the “Effective Date”).

1. The right, title and interest herein assigned, and the provisions hereof shall extend to and be binding upon Seller and Purchaser and their respective successors and assigns.

2. Purchaser has carefully inspected the Material assigned and certifies that Purchaser is familiar with the present condition of the Material. Purchaser agrees that the Material is being sold on an “AS-IS” basis.

3. SELLER EXPRESSLY DISCLAIMS AND NEGATES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, RELATING TO THE MATERIAL OR ITS CONDITION, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, IT BEING EXPRESSLY UNDERSTOOD BY PURCHASER, AND IT BEING THE EXPRESS INTENTION OF SELLER, THAT THE MATERIAL IS CONVEYED TO PURCHASER AS IS, WHERE IS, WITH ALL FAULTS IN ITS PRESENT CONDITION. SELLER ALSO DISCLAIMS ANY WARRANTY, REPRESENTATION, OR COVENANT CONCERNING THE MATERIAL’S COMPLIANCE WITH APPLICABLE FEDERAL, STATE, OR LOCAL STATUTES, REGULATIONS, ORDINANCES OR STANDARDS.

4. All local, state, and federal taxes or assessments attributable to the Material or any portion of it after the Effective Date are Purchaser’s responsibility.

5. This Bill of Sale and Release is subject to all applicable laws, ordinances, rules and regulations affecting the Material and Purchaser shall comply with the same and properly obtain and maintain all permits and other authorizations requested or required by governmental authorities asserting jurisdiction over the Material.

6. This Bill of Sale and Release may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Bill of Sale and Release delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Bill of Sale and Release.

IN WITNESS WHEREOF, Seller and Purchaser have executed this Bill of Sale on the date first written above.

Seller: Purchaser:

________________________________ ___________________________

By: _____________________________ By: ________________________

Title: ___________________________ Title: _______________________

EXHIBIT A

(Include itemized list from sale)



• All items are sold as is where is – No Warranties No Guarantee’s
• Buyers must make payment within 48 hours of receiving their invoice.
• Buyer must arrange logistics within 10days once payment has been made.
• Seller will sign and acknowledge of equipment being released to buyer.
• If equipment is not picked up within the timeframe set by the seller, Buyer will forfeit all goods and monies.