Common use of Subsequent Delivery of Comfort Letters Clause in Contracts

Subsequent Delivery of Comfort Letters. Each time that the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC any document incorporated by reference in the Prospectus that contains additional financial information or, if so indicated in the applicable Terms Agreement, the Company sells Notes to an Agent pursuant to a Terms Agreement, the Company shall cause the Company’s independent registered public accountants forthwith to furnish the Agents a letter, dated the date of filing of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K), or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing of such Form 8-K, as the case may be, in form satisfactory to the Agents, of the same tenor as the portions of the letter referred to in clauses (i) and (ii) of Annex II hereto but modified to relate to the Registration Statement and the Prospectus as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreement, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s independent public accountants may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agents, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.

Subsequent Delivery of Comfort Letters. Each time that the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(aItems 9.01 (a) or 9.01(b) thereof) or there is filed with the SEC any document incorporated by reference in the Prospectus that contains additional financial information or, if so indicated in the applicable Terms Agreement, the Company sells Notes to an Agent pursuant to a Terms Agreement, the Company shall cause the Company’s independent registered public accountants forthwith to furnish the Agents a letter, dated the date of filing of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K), or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing of such Form 8-K, as the case may be, in form satisfactory to the Agents, of the same tenor as the portions of the letter referred to in clauses (i) and (ii) of Annex II hereto but modified to relate to the Registration Statement and the Prospectus as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreement, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s independent public accountants may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agents, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.

Subsequent Delivery of Comfort Letters. Each Subject to the provisions of Section 4(l) hereof, each time that the Registration Statement Statements or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC Commission any document incorporated by reference in into the Prospectus that which contains additional financial information or, or (if so indicated in required pursuant to the applicable terms of a Terms Agreement, ) the Company sells Notes to an Agent one or more Agents pursuant to a Terms Agreement, the Company shall cause the Company’s Deloitte & Touche LLP, or other independent registered certified public accountants reasonably satisfactory to the Agents, forthwith to furnish the Agents with a letter, dated the date of filing with the Commission of such supplement or document, the date of effectiveness of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K), or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing date of such Form 8-Ksale, as the case may be, in form reasonably satisfactory to the Agents, of substantially the same tenor as the portions of the letter referred to in clauses (iSection 5(c) and (ii) of Annex II hereto hereof but modified to relate to the Registration Statement Statements and the Prospectus Prospectus, as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreementletter, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement Statements or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s Deloitte & Touche LLP, or other independent certified public accountants reasonably satisfactory to the Agents, may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agents, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.

Subsequent Delivery of Comfort Letters. Each time that the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC Commission any document incorporated by reference in into the Prospectus that which contains additional financial statement information or, if so indicated in relating to the applicable Terms Agreement, Company or the Company sells Notes to an Agent pursuant to a Terms Agreement, the terms of which so require, the Company shall use its best efforts to cause the Company’s 's independent registered public accountants forthwith promptly following such amendment, supplement or filing or on the Settlement Date with respect to such Terms Agreement, as the case may be, to furnish the Agents or to the Agent party to the Terms Agreement, as the case may be, a letter, dated the date of filing of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K)Commission, or the such Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing of such Form 8-KDate, as the case may be, in form satisfactory to counsel for the AgentsAgents (or such Agent), of the same tenor as the portions of the letter referred to in clauses (i) and (ii) of Annex II hereto Section 5(e) hereof but modified modified, as necessary, to relate to the Registration Statement and the Prospectus Prospectus, as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreementletter, and of the same general tenor as the portions of the letter referred to in clauses clause (iii) (other than the information required by clause (B) thereof, except in the case of a Terms Agreement, the terms of which so require) and clause (iv) of Annex II hereto said Section 5(e) with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely primarily to include financial information as of and for a fiscal quarter, the Company’s 's independent certified public accountants may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agents, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are requiredsupplement.

Subsequent Delivery of Comfort Letters. Each Subject to the provisions of Section 4(1) hereof, each time that the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC Commission any document incorporated by reference in into the Prospectus that which contains additional financial information or, or (if so indicated in required pursuant to the applicable terms of a Terms Agreement, ) the Company sells Notes to an Agent one or more Agents pursuant to a Terms Agreement, the Company shall cause the Company’s Price Waterhouse, or other independent registered certified public accountants reasonably satisfactory to the Agents, forthwith to furnish the Agents with a letter, dated the date of filing with the Commission of such supplement or document, the date of effectiveness of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K), or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing date of such Form 8-Ksale, as the case may be, in form reasonably satisfactory to the Agents, of substantially the same tenor as the portions of the letter referred to in clauses (iSection 5(c) and (ii) of Annex II hereto hereof but modified to relate to the Registration Statement and the Prospectus Prospectus, as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreementletter, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s PricewaterhouseCoopers LLP, or other independent certified public accountants reasonably satisfactory to the Agents, may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agents, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.

Subsequent Delivery of Comfort Letters. Each Subject to the provisions of Section 4(m) hereof, each time that the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC Commission any document incorporated by reference in into the Prospectus that which contains additional financial information or, or (if so indicated in required pursuant to the applicable terms of a Terms Agreement, ) the Company sells Notes to an Agent one or more Agents pursuant to a Terms Agreement, the Company shall cause the Company’s PricewaterhouseCoopers LLP, or other independent registered certified public accountants reasonably satisfactory to the Purchasing Agent, forthwith to furnish the Agents Purchasing Agent with a letter, dated the date of filing with the Commission of such supplement or document, the date of effectiveness of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K), or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing date of such Form 8-Ksale, as the case may be, in form reasonably satisfactory to the AgentsPurchasing Agent, of substantially the same tenor as the portions of the letter referred to in clauses (iSection 5(c) and (ii) of Annex II hereto hereof but modified to relate to the Registration Statement and the Prospectus Prospectus, as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreementletter, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s PricewaterhouseCoopers LLP, or other independent certified public accountants reasonably satisfactory to the Purchasing Agent, may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the AgentsPurchasing Agent, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.

Subsequent Delivery of Comfort Letters. Each Subject to the provisions -------------------------------------- of Section 4(l) hereof, each time that the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection with the sale of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC Commission any document incorporated by reference in into the Prospectus that which contains additional financial information or, or (if so indicated in required pursuant to the applicable terms of a Terms Agreement, ) the Company sells Notes to an such Agent pursuant to a Terms Agreement, the Company shall cause the Company’s Xxxxxx Xxxxxxxx LLP or other independent registered certified public accountants satisfactory to such Agent, forthwith to furnish the Agents such Agent with a letter, dated the date of filing with the Commission of such supplement or document, the date of effectiveness of such amendment, supplement or document with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K), or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing date of such Form 8-Ksale, as the case may be, in form satisfactory to the Agentssuch Agent, of the same tenor as the portions of the letter referred to in clauses (iSection 5(c) and (ii) of Annex II hereto hereof but modified to relate to the Registration Statement and the Prospectus Prospectus, as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreement, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s Xxxxxx Xxxxxxxx LLP or other independent certified public accountants satisfactory to such Agent, may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agentssuch Agent, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.

Subsequent Delivery of Comfort Letters. Each time that (i) the Registration Statement or the Prospectus shall be amended or supplemented to include additional financial information (other than (i) unless otherwise required information, including by the applicable Terms Agreement, any Current Report on Form 8-K that is filed in connection filing with the sale Commission of Notes for purposes of incorporating capsule financial information into the Prospectus or (ii) unless reasonably requested by any Agent, any Current Report on Form 8-K filed by the Company under Items 9.01(a) or 9.01(b) thereof) or there is filed with the SEC any document incorporated by reference into the Prospectus, or (ii) (if required in connection with the Prospectus that contains additional financial information or, if so indicated in the applicable Terms Agreement, purchase of Notes by an Agent as principal) the Company sells Notes to an Agent pursuant to a Terms Agreementas principal, the Company shall shall, within five business days after such amendment or supplement in the case of (i) above, or forthwith in the case of (ii) above, cause the Company’s Ernst & Young LLP (or another independent registered public accountants forthwith accounting firm with respect to the Company satisfactory to the Agents) to furnish the Agents a letter, dated the date of filing effectiveness of such amendment, supplement or document filed with the SEC (except as provided below with respect to financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K)Commission, or the Settlement Date relating to such Terms Agreement or, in the case of any financial information filed under Item 9.01(a) or 9.01(b) of Form 8-K, dated as promptly as reasonably practicable following the filing date of such Form 8-Ksale, as the case may be, in form satisfactory to the Agents, of the same tenor as the portions of the letter referred to in clauses (i) and (ii) of Annex II hereto Section 5(c) hereof but modified to relate to the Registration Statement and the Prospectus Prospectus, as amended and supplemented to the date of such letter and to the General Disclosure Package if in connection with a sale of Notes pursuant to a Terms Agreementletter, and of the same general tenor as the portions of the letter referred to in clauses (iii) and (iv) of Annex II hereto said Section 5(c) with such changes as may be necessary to reflect changes in the financial statements and other information derived from the accounting records of the Company; provided, however, that if the Registration Statement or the Prospectus is amended or supplemented solely to include financial information as of and for a fiscal quarter, the Company’s Ernst & Young LLP (or such other acceptable independent public accountants accountants) may limit the scope of such letter to the unaudited financial statements included in such amendment or supplement unless any other information included therein of an accounting, financial or statistical nature is of such a nature that, in the reasonable judgment of the Agents, such letter should cover such other information; provided further, however, that if the Company has suspended solicitation of purchases of the Notes through the Agents pursuant to Section 3(a) hereof, and the Agents shall not hold any Notes as principal, the Company shall not be obligated so to furnish the Agents with a letter or letters until such time as the Company shall determine that the solicitation of purchases of the Notes should be resumed or shall subsequently enter into a new Terms Agreement with the Agents in which such letter or letters are required.