0001193125-10-264028 Sample Contracts

Southern California Gas Company Underwriting Agreement November 15, 2010
Underwriting Agreement • November 18th, 2010 • Southern California Gas Co • Natural gas transmission • New York

Southern California Gas Company, a California corporation (the “Company”), confirms its agreement with each of the Underwriters named in Schedule I hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 9 hereof), for whom Goldman, Sachs & Co., Mitsubishi UFJ Securities (USA), Inc., Samuel A. Ramirez & Company, Inc., RBS Securities Inc. and The Williams Capital Group, L.P. are acting as representatives (the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $300,000,000 aggregate principal amount of the Company’s 5.125% First Mortgage Bonds, Series MM, due 2040 (the “Bonds”). The Bonds are to be issued pursuant to an Indenture dated as of October 1, 1940 (the “Base Indenture”), as supplemented and amended by the Supplemental Indenture dated as of November 18, 2010 and all other indentures

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