0001193125-13-479260 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 19th, 2013 • Wells Fargo & Company/Mn • National commercial banks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), executed as of December 10, 2013, is made between (i) Nuveen Michigan Quality Income Municipal Fund, a closed-end fund organized as a Massachusetts business trust (the “Fund”), (ii) Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, including its successors by merger or operation of law (“WFNA”) and (iii) Wells Fargo Municipal Capital Strategies, LLC, a wholly-owned subsidiary of WFNA, organized and existing under the laws of Delaware, including its successors by merger or operation of law (“WFMCS”) (together with WNFA, the “Shareholders”).

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VOTING TRUST AGREEMENT
Voting Trust Agreement • December 19th, 2013 • Wells Fargo & Company/Mn • National commercial banks • New York

THIS VOTING TRUST AGREEMENT (this “Agreement”) is made and entered into effective for all purposes and in all respects as of December 10, 2013 by and among Lord Securities Corporation, as trustee (the “Trustee” or any successor thereto), Wells Fargo Municipal Capital Strategies, LLC, a wholly owned subsidiary of Wells Fargo Bank, National Association, organized and existing under the laws of Delaware, including its successors and assigns by operation of law (“WFBCS” or a “Purchaser”), Wells Fargo Bank, National Association, a national banking association, including its successors and assigns by operation of law (“Wells” or a “Purchaser” and, together with WFBCS, the “Purchasers”) and Institutional Shareholder Services Inc. (the “Voting Consultant” or any successor thereto).

JOINT FILING AGREEMENT
Joint Filing Agreement • December 19th, 2013 • Wells Fargo & Company/Mn • National commercial banks

This Statement is filed by Wells Fargo & Company on its own behalf and on behalf of Wells Fargo Municipal Capital Strategies, LLC. Aggregate beneficial ownership reported by Wells Fargo & Company under Item 11 on page 2 is on a consolidated basis and includes any beneficial ownership separately reported herein by Wells Fargo Municipal Capital Strategies, LLC.

VMTP Exchange and Purchase Agreement Nuveen Michigan Quality Income Municipal Fund and Wells Fargo Bank, National Association as a Purchaser and Wells Fargo Municipal Capital Strategies, LLC as a Purchaser December 10, 2013
Purchase Agreement • December 19th, 2013 • Wells Fargo & Company/Mn • National commercial banks • New York

VMTP EXCHANGE AND PURCHASE AGREEMENT dated as of December 10, 2013 (the “Agreement”) between NUVEEN MICHIGAN QUALITY INCOME MUNICIPAL FUND, a closed-end fund organized as a Massachusetts business trust (the “Fund”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, including its successors by merger or operation of law (“WFNA” or a “Purchaser”) and WELLS FARGO MUNICIPAL CAPITAL STRATEGIES, LLC, a wholly-owned subsidiary of WFNA, organized and existing under the laws of Delaware, including its successors by merger or operation of law (“WFMCS” or a “Purchaser”) (together with WFNA, the (“Purchasers”).

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