Common use of Well-Known Seasoned Issuer Clause in Contracts

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at the time this Agreement is executed and delivered by the parties hereto (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well known seasoned issuer” as defined in Rule 405 of the Securities Act. The Registration Statement is an “automatic shelf registration statement,” as defined in Rule 405 of the Securities Act, and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act objecting to use of the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Bonds in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at as of the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” (as such term is defined in Rule 405 of the Securities ActAct (“Rule 405”)). The Registration Statement is an “automatic shelf registration statement,” (as such term is defined in Rule 405 of the Securities Act405), and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act (“Rule 401(g)(2)”) objecting to use of the automatic shelf registration statement form and the Company has not otherwise ceased to be eligible to use the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Securities in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at the time this Agreement is executed and delivered by the parties hereto (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well known seasoned issuer” as defined in Rule 405 of the Securities Act. The Registration Statement is an “automatic shelf registration statement,” as defined in Rule 405 of the Securities Act, and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act objecting to use of the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Mortgage Bonds in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at as of the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” (as such term is defined in Rule 405 of the Securities ActAct (“Rule 405”)). The Registration Statement is an “automatic shelf registration statement,” (as such term is defined in Rule 405 of the Securities Act405), and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act (“Rule 401(g)(2)”) objecting to use of the automatic shelf registration statement form and the Company has not otherwise ceased to be eligible to use the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Senior Notes in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at as of the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” (as such term is defined in Rule 405 of the Securities ActAct (“Rule 405”)). The Registration Statement is an “automatic shelf registration statement,” (as such term is defined in Rule 405 of the Securities Act405), and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act (“Rule 401(g)(2)”) objecting to use of the automatic shelf registration statement form and the Company has not otherwise ceased to be eligible to use the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Securities in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at as of the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” (as such term is defined in Rule 405 of the Securities ActAct (“Rule 405”)). The Registration Statement is an “automatic shelf registration statement,” (as such term is defined in Rule 405 of the Securities Act405), and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act (“Rule 401(g)(2)”) objecting to use of the automatic shelf registration statement form and the Company has not otherwise ceased to be eligible to use the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Securities in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date time being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” as defined in Rule 405 of the Securities Act. The Registration Statement is an “automatic shelf registration statement,” ”, as defined in Rule 405 of the Securities Act, and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act objecting to use of the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Senior Notes in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at as of the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” (as such term is defined in Rule 405 of the Securities Act). The Registration Statement is an “automatic shelf registration statement,” (as such term is defined in Rule 405 of the Securities Act), and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act (“Rule 401(g)(2)”) objecting to use of the automatic shelf registration statement form and the Company has not otherwise ceased to be eligible to use the automatic shelf registration statement form.

Well-Known Seasoned Issuer. (i) At the time of filing the Registration Statement, (ii) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Securities Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the Exchange Act or form of prospectus), (iii) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) of the Securities Act) made any offer relating to the Shares Notes in reliance on the exemption of Rule 163 of the Securities Act, and (iv) at the time this Agreement is executed and delivered by the parties hereto Execution Time (with such date being used as the determination date for purposes of this clause (iv)), the Company was and is a “well well-known seasoned issuer” and not an “ineligible issuer”, each as defined in Rule 405 of the Securities Act. The Registration Statement is an “automatic shelf registration statement,” ”, as defined in Rule 405 of the Securities Act, and the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act objecting to use of the automatic shelf registration statement form.