Common use of Well-Known Seasoned Issuer Status Clause in Contracts

Well-Known Seasoned Issuer Status. (A) At the time of the filing of and the automatic effectiveness of the Registration Statement, (B) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the 1933 Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Sections 13 or 15(d) of the 1934 Act or form of prospectus) and (C) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) under the 0000 Xxx) made any offer relating to the Notes in reliance on the exemption in Rule 163 under the 1933 Act, the Company was or is (as the case may be) a “well-known seasoned issuer” as defined in Rule 405 under the 1933 Act. The Company agrees to pay the fees required by the SEC relating to the Notes within the time required by Rule 456(b)(1) under the 1933 Act without regard to the proviso therein and otherwise in accordance with Rules 456(b) and 457(r) under the 1933 Act.

Appears in 6 contracts

Samples: Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn)

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Well-Known Seasoned Issuer Status. (A) At the time of the filing of and the automatic effectiveness of the Registration Statement, (B) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the 1933 Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Sections 13 or 15(d) of the 1934 Act or form of prospectus) and (C) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) under the 0000 Xxx) made any offer relating to the Notes in reliance on the exemption in Rule 163 under the 1933 Act, the Company Guarantor was or is (as the case may be) a “well-known seasoned issuer” as defined in Rule 405 under the 1933 Act. The Company agrees and the Guarantor agree to pay the fees required by the SEC relating to the Notes within the time required by Rule 456(b)(1) under the 1933 Act without regard to the proviso therein and otherwise in accordance with Rules 456(b) and 457(r) under the 1933 Act.

Appears in 1 contract

Samples: Terms Agreement (Wells Fargo & Company/Mn)

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