Common use of Filing and Effectiveness of Registration Statement; Certain Defined Terms Clause in Contracts

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a an automatic shelf registration statement as defined under Rule 405 of the Act (as defined below) on Form S-3 (No. 333-234764)157882) on March 12, 2009, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effectivebecame effective upon filing. The “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been then superseded or modified. The “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission (as defined below) a registration statement on Form S-3 S-3ASR (No. 333-234764197464) covering the registration of the Offered Securities under the Act (as defined below), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the ActSecurities, which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a an automatic shelf registration statement as defined under Rule 405 of the Act (as defined below) on Form S-3 (No. 333-234764)157882) on March 12, 2009, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities Common Stock under the Act, which has become effectivebecame effective upon filing. The “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been then superseded or modified. The “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764173540), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which which, as amended, has become effective. The conditions for use of Form S-3, set forth in the General Instructions thereto, have been satisfied. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The As of the time of execution and delivery of this agreement (this “Agreement”), the Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764202450), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed on file with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company Partnership has filed with the Commission a an “automatic shelf registration statement statement” (as defined in Rule 405 of the Securities Act) on Form S-3 (No. 333-234764147990), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the offer and sale of the Offered Securities under the Securities Act, which has become effectivebecame effective upon filing with the Commission. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective TimeDate. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 and an amendment or amendments thereto (No. 333No.333-234764188381), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectusesprospectuses (including any documents incorporated by reference therein, the “Base Prospectus”), covering the registration of the Offered Securities under the Act, which has become effectivewas declared effective by the Commission on May 30, 2013. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764168480), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which which, as amended, has become effective. The conditions for use of Form S-3, set forth in the General Instructions thereto, have been satisfied. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. EXECUTION VERSION For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company Partnership has filed with the Commission a an “automatic shelf registration statement statement” (as defined in Rule 405) on Form S-3 (No. 333-234764216451), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the offer and sale of the Offered Securities under the Securities Act, which has become effectivebecame effective upon filing with the Commission. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective TimeDate. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764194791), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effective. The conditions for use of Form S-3, as set forth in the General Instructions thereto, have been satisfied. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-3 (No. 333-234764225652), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Securities Act of 1933, as amended (the “Act”), which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective TimeTime (as defined below). For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Underwriting Agreement (this “Agreement:”):

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a an automatic shelf registration statement as defined under Rule 405 of the Act (as defined below) on Form S-3 S-3ASR (No. 333-234764)132606) on March 21, 2006, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities Notes under the Act, which has become effectivebecame effective upon filing. The “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. The “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a an automatic shelf registration statement as defined under Rule 405 of the Act (as defined below) on Form S-3 (No. 333-234764)157882) on March 12, 2009, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effectivebecame effective upon filing. The “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. The “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764196419), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effectivebecame effective upon filing with the Commission. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including Post-Effective Amendment No. 1 to such registration statement and any other amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission (as defined below) a registration statement on Form S-3 (No. 333-234764190567), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the ActAct (as defined below), which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information (as defined below) and all 430C Information (as defined below) with respect to such registration statement, that in any case has not then been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a an automatic shelf registration statement as defined under Rule 405 of the Act (as defined below) on Form S-3 (No. 333-234764)132606) on March 21, 2006, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effectivebecame effective upon filing. The “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been then superseded or modified. The “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a an automatic shelf registration statement as defined under Rule 405 of the Act (as defined below) on Form S-3 S-3ASR (No. 333-234764)132606) on March 21, 2006, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities Common Stock under the Act, which has become effectivebecame effective upon filing. The “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. The “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 and an amendment or amendments thereto (No. 333No.333-234764195346), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectusesprospectuses (including any documents incorporated by reference therein, the “Base Prospectus”), covering the registration of the Offered Securities under the Act, which has become effectivewas declared effective by the Commission on May 16, 2014. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764169358), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Act, which has become effectivebecame effective upon filing with the Commission. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including Post-Effective Amendment No. 1 to such registration statement and any other amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-3 (No. 333-234764259782), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the Securities Act of 1933, as amended (the “Act”), which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective TimeTime (as defined below). For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Underwriting Agreement (this “Agreement:”):

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission (as defined below) a registration statement on Form S-3 (No. 333-234764218815), including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities under the ActAct (as defined below), which has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information (as defined below) and all 430C Information (as defined below) with respect to such registration statement, that in any case has not then been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement:

Filing and Effectiveness of Registration Statement; Certain Defined Terms. The Company has filed with the Commission a registration statement on Form S-3 (No. 333-234764)142482) and a registration statement on Form S-3 dated May 1, 2007 filed pursuant to Rule 462(b) of the Act, including the Post-Effective Amendment No. 1 adding the Guarantor as a co-registrant, and a related prospectus or prospectuses, covering the registration of the Offered Securities Units under the Act, which registration statement has become effective. “Registration Statement” at any particular time means such registration statement in the form then filed with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and or all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Registration Statement” without reference to a time means the Registration Statement as of the Effective TimeDate. For purposes of this definition, 430B Information shall be considered to be included in the Registration Statement as of the time specified in Rule 430B. For purposes of this Agreement: