Common use of Registration Statement and Proxy Statement Clause in Contracts

Registration Statement and Proxy Statement. None of the information supplied or to be supplied by or on behalf of PSNC for inclusion or incorporation by reference in (a) the registration statement on Form S-4 to be filed with the SEC by SCANA in connection with the issuance of shares of SCANA Common Stock in the Merger (the "Registration Statement") will, at the time the Registration Statement is filed with the SEC and at the time it becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and (b) the joint proxy statement, in definitive form, relating to the SCANA Meeting (as defined in Section 7.4(a)) and the PSNC Meeting (as defined in Section 7.4(b)) to be held in connection with the Merger (the "Proxy Statement") will, at the dates mailed to shareholders and at the times of such meetings, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. The Registration Statement and the Proxy Statement shall comply as to form in all material respects with the provisions of the Securities Act and the Exchange Act and the rules and regulations thereunder.

Registration Statement and Proxy Statement. None of the information supplied or to be supplied by or on behalf of PSNC Crescent for inclusion or incorporation by reference in the Registration Statement or the proxy statement/prospectus included therein (a) the registration statement on Form S-4 to be filed together with the SEC by SCANA in connection with the issuance of shares of SCANA Common Stock in the Merger (any amendments or supplements thereto, the "Registration Proxy Statement") will, at relating to the time Company Stockholder Meeting (as defined in Section 5.1) will (i) in the case of the Registration Statement is filed with the SEC and Statement, at the time it becomes effective under and at the Securities ActEffective Time, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading and or (bii) in the joint proxy statement, in definitive form, relating to case of the SCANA Meeting (as defined in Section 7.4(a)) and the PSNC Meeting (as defined in Section 7.4(b)) to be held in connection with the Merger (the "Proxy Statement") will, at the dates mailed to shareholders time of the mailing of the Proxy Statement and at the times time of such meetingsthe Stockholder Meeting, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. The Registration Statement If at any time prior to the Effective Time any event with respect to Crescent, its officers and trust managers or any of its Subsidiaries shall occur that is required to be described in the Proxy Statement or the Registration Statement, such event shall comply as to form in all material respects be so described, and an appropriate amendment or supplement shall be promptly filed with the provisions SEC and, as required by law, disseminated to the stockholders of the Securities Act and the Exchange Act and the rules and regulations thereunderCompany.

Registration Statement and Proxy Statement. None of the information supplied or to be supplied by or on behalf of PSNC the Company for inclusion or incorporation by reference in (a) the registration statement on Form S-4 to be filed with the SEC by SCANA in connection with the issuance of shares of SCANA Parent Common Stock in the Merger (the "Registration Statement") will, at the time the Registration Statement is filed with the SEC and at the time it becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and (b) the joint proxy statement, in definitive form, relating to the SCANA Meeting (as defined in Section 7.4(a)) and the PSNC Meeting (as defined in Section 7.4(b)) to be held in connection with the Merger form (the "Proxy Statement"), relating to the Company Special Meeting (as defined below) willshall not, at the dates mailed to shareholders and at the times time of such meetingsthe Company Special Meeting, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. The Registration Statement and the Proxy Statement Statement, insofar as they relate to the Company or any of its subsidiaries, shall comply as to form in all material respects with the applicable provisions of the Securities Act and the Exchange Act and the rules and regulations thereunder.

Registration Statement and Proxy Statement. None of the information supplied or to be supplied by or on behalf of PSNC BUG for inclusion or incorporation by reference in (ai) the registration statement on Form S-4 to be filed with the SEC by SCANA the Company in connection with the issuance of shares of SCANA Company Common Stock in the Merger Binding Share Exchanges (the "Registration StatementREGISTRATION STATEMENT") will, at the time the Registration Statement is filed with the SEC and at the time it becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and (bii) the joint proxy statement, in definitive form, relating to the SCANA Meeting (as defined in Section 7.4(a)) meetings of BUG and the PSNC Meeting (as defined in Section 7.4(b)) LILCO shareholders to be held in connection with the Merger Binding Share Exchanges (the "Proxy StatementPROXY STATEMENT") willwill not, at the dates mailed to shareholders and at the times of such meetingsthe meetings of shareholders to be held in connection with the Binding Share Exchanges, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. The Registration Statement and the Proxy Statement shall will comply as to form in all material respects with the provisions of the Securities Act and the Exchange Act and the rules and regulations thereunder.

Registration Statement and Proxy Statement. None On the effective date of the information supplied or to be supplied by or on behalf of PSNC for inclusion or incorporation by reference in (a) the registration statement on Form S-4 to be filed with the SEC by SCANA in connection with the issuance of shares of SCANA Common Stock in the Merger (the "Registration Statement") will, at the time the Registration Statement is (the “Effective Date”), the Registration Statement, and when first filed in accordance with Rule 424(b) and/or filed pursuant to Section 14A, the Proxy Statement (or any amendment or supplement thereto), shall comply in all material respects with the SEC and at the time it becomes effective under applicable requirements of the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and (b) the joint proxy statement, in definitive form, relating to the SCANA Meeting (as defined in Section 7.4(a)) Act and the PSNC Meeting (as defined in Section 7.4(b)) to be held in connection with Exchange Act. On the Merger (Effective Date, the "Proxy Statement") will, at the dates mailed to shareholders and at the times of such meetings, Registration Statement will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading. On the date of any filing pursuant to Rule 424(b), the date the Proxy Statement is first mailed to the GTY Shareholders, and at the time of the GTY Shareholder Meeting, the Proxy Statement (together with any amendments or supplements thereto) will not include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they are were made, not misleading. The ; provided, however, that GTY makes no representations or warranties as to the information contained in or omitted from the Registration Statement and or the Proxy Statement shall comply as in reliance upon and in conformity with information furnished in writing to form in all material respects with the provisions GTY by or on behalf of the Securities Act and Company specifically for inclusion in the Exchange Act and Registration Statement or the rules and regulations thereunderProxy Statement.

Registration Statement and Proxy Statement. None of the information supplied or to be supplied by or on behalf of PSNC KCPL for inclusion or incorporation by reference in (a) the registration statement on Form S-4 to be filed with the SEC by SCANA the Company in connection with the issuance of shares of SCANA Company Common Stock and Company Preferred Stock in the Merger (the "Registration StatementREGISTRATION STATEMENT") will, at the time the Registration Statement is filed with the SEC and at the time it becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and (b) the joint proxy statement, in definitive form, relating to the SCANA Meeting (as defined in Section 7.4(a)) meetings of KCPL and the PSNC Meeting (as defined in Section 7.4(b)) UCU shareholders to be held in connection with the Merger (the "Proxy StatementPROXY STATEMENT") will, at the dates mailed to shareholders and at the times of such meetingsthe meetings of shareholders to be held in connection with the Merger, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. The Registration Statement and the Proxy Statement shall will comply as to form in all material respects with the provisions of the Securities Act and the Exchange Act and the rules and regulations thereunder.