Common use of Registration Statement Filing Clause in Contracts

Registration Statement Filing. A registration statement on Form S-3 (File No. 333-47485), as amended by pre-effective amendment no. 1 thereto, in respect of, among other things, the Preferred Securities, the Guarantee and the Subordinated Debentures (collectively, the "Registered Securities") has been filed with the Securities and Exchange Commission (the "Commission") pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Act"), and delivered to the Representatives; such registration statement and any post-effective amendment thereto, each in the form heretofore delivered to the Representatives, have been declared effective by the Commission in such form; and no stop order suspending the effec- tiveness of such registration statement has been issued and no proceeding for that purpose has been initiated or, to the knowledge of PSCo and the Trust, threatened by the Commission (any preliminary prospectus included in such registration statement or thereafter filed with the Commission pursuant to Rule 424(a) of the rules and regulations of the Commission under the Act is referred to herein as a "Preliminary Prospectus"; the various parts of such registration statement, including (i) all exhibits thereto, (ii) if applicable, the information contained in the form of prospectus filed with the Commission pursuant to Rule 424(b) under the Act in accordance with Section 5(a) hereof and deemed by virtue of Rule 430A under the Act to be a part of the registration statement at the time it was declared effective and (iii) the documents incorporated by reference in the prospectus contained in the registration statement at the time such part of such registration statement became effective, each as amended at the time such part of such registration statement became effective, are referred to herein collectively as the "Registration Statement"; the final prospectus, as supplemented by the related prospectus supplement, in the form first filed with respect to the Preferred Securities pursuant to Rule 424(b) under the Act, is referred to herein collectively as the "Prospectus"; any reference herein to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Act, as of the date of such Preliminary Prospectus or Prospectus, as the case may be; and any reference to any amendment or supplement to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include any documents filed after the date of such Preliminary Prospectus or Prospectus, as the case may be, under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and incorporated by reference in such Preliminary Prospectus or Prospectus, as the case may be; and any reference to any amendment to the Registration Statement shall be deemed to refer to and include PSCo's most recent annual report on Form 10-K (the "Form 10-K"), quarterly reports on Form 10-Q or current reports on Form 8-K, if any, filed pursuant to Section 13 or 15(d) of the Exchange Act after the effective date of the Registration Statement that is incorporated by reference in the Registration Statement (the Form 10-K, the quarterly reports on form 10-Q and any current reports on Form 8-K are referred to herein collectively as the "Exchange Act Filings")).

Registration Statement Filing. A registration statement on Form S-3 (File No. 333-47485), as amended by pre-effective amendment no. 1 thereto, 40361) in respect of, among other things, of the Preferred Securities, the Guarantee and the Subordinated Debentures (collectively, the "Registered Securities") Common Stock has been filed by the Company with the Securities and Exchange Commission (the "Commission") pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Act"), and delivered to the Representatives▇▇▇▇▇▇▇ ▇▇▇▇▇; such registration statement and any post-effective amendment thereto, each in the form heretofore delivered to the Representatives▇▇▇▇▇▇▇ ▇▇▇▇▇, have been declared effective by the Commission in such form; the registration statement on Form S-3 (File No. 333-64067) filed by the Company with the Commission pursuant to Rule 462(b) (the "Rule 462(b) Registration Statement") of the rules and regulations of the Commission under the Act (the "1933 Act Regulations"), in the form heretofore delivered to ▇▇▇▇▇▇▇ ▇▇▇▇▇, has become effective under the Act in such form; and no stop order suspending the effec- tiveness effectiveness of such registration statement or such Rule 462(b) Registration Statement has been issued and no proceeding for that purpose has been initiated or, to the knowledge of PSCo and the TrustCompany, threatened by the Commission (any preliminary prospectus included in such registration statement or thereafter filed with the Commission pursuant to Rule 424(a) of the rules and regulations of the Commission under the Act is referred to herein as a "Preliminary Prospectus"; the Commission. The various parts of such registration statement, including (i) all exhibits thereto, (ii) if applicable, the information contained in the form of prospectus filed with the Commission pursuant to Rule 424(b) under the Act in accordance with Section 5(a) hereof thereto and deemed by virtue of Rule 430A under the Act to be a part of the registration statement at the time it was declared effective and (iii) the documents incorporated by reference in the prospectus contained in the registration statement at the time such part of such registration statement became effective, each as amended at the time such part of such registration statement became effective, together with such Rule 462(b) Registration Statement, are referred to herein collectively as the "Registration Statement"; . The final prospectus and the final prospectus, as supplemented by prospectus supplement relating to the related prospectus supplementoffering of the Securities, in the form first filed furnished to ▇▇▇▇▇▇▇ ▇▇▇▇▇ by the Company for use in connection with respect to the Preferred Securities pursuant to Rule 424(b) under offering of the ActSecurities, is are referred to herein collectively as the "Prospectus"; any . Any reference herein to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Act, as of the date of such Preliminary Prospectus or Prospectus, as the case may be; and any reference to any amendment or supplement to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include any documents filed after the date of such Preliminary Prospectus or Prospectus, as the case may be, under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), ) and incorporated by reference in such Preliminary Prospectus or Prospectus, as the case may be; and any . Any reference to any amendment to the Registration Statement shall be deemed to refer to and include PSCothe Company's most recent annual report on Form 10-K (the "Form 10-K"), quarterly reports on Form 10-Q or and current reports on Form 8-K, if any, K filed pursuant to Section 13 or 15(d) of the Exchange Act after the effective date of the Registration Statement that is are incorporated by reference in the Registration Statement. For purposes of this Agreement, all references to the Registration Statement or Prospectus or to any amendment or supplement to any of the foregoing shall be deemed to include any copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (the Form 10-K, the quarterly reports on form 10-Q and any current reports on Form 8-K are referred to herein collectively as the "Exchange Act Filings▇▇▇▇▇")).

Registration Statement Filing. A registration statement on Form S-3 (File No. 333-4748581791), as amended by pre-effective amendment no. 1 thereto, in respect of, among other things, of the Preferred Securities, the Guarantee and the Subordinated Debentures (collectively, the "Registered Securities") Securities has been filed by PSCo with the Securities and Exchange Commission (the "Commission") pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Act"), and delivered to the RepresentativesUnderwriters; such registration statement and any post-effective amendment thereto, each in the form heretofore delivered to the RepresentativesUnderwriters, have been declared effective by the Commission in such form; and no stop order suspending the effec- tiveness effectiveness of such registration statement has been issued and no proceeding for that purpose has been initiated or, to the knowledge of PSCo and the TrustPSCo, threatened by the Commission (any preliminary prospectus included in such registration statement or thereafter filed with the Commission pursuant to Rule 424(a) of the rules and regulations of the Commission under the Act is referred to herein as a "Preliminary Prospectus"; the . The various parts of such registration statement, including (i) all exhibits thereto, (ii) if applicable, the information contained in the form of prospectus filed with the Commission pursuant to Rule 424(b) under the Act in accordance with Section 5(a) hereof and deemed by virtue of Rule 430A under the Act to be a part of the registration statement at the time it was declared effective and (iii) the documents incorporated by reference in the prospectus contained in the registration statement at the time such part of such registration statement became effective, each as amended at the time such part of such registration statement became effective, are referred to herein collectively as the "Registration Statement"; the . The final prospectus, as supplemented by the related prospectus supplement, in the form first filed with respect to the Preferred Securities pursuant to Rule 424(b) under the Act, is referred to herein collectively as the "Prospectus"; any . Any reference herein to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Act, as of the date of such Preliminary Prospectus or Prospectus, as the case may be; and any . Any reference to any amendment or supplement to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include any documents filed after the date of such Preliminary Prospectus or Prospectus, as the case may be, under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and incorporated by reference in such Preliminary Prospectus or Prospectus, as the case may be; and any reference to any amendment to the Registration Statement shall be deemed to refer to and include PSCo's most recent annual report on Form 10-K (the "Form 10-K"), quarterly reports on Form 10-Q or current reports on Form 8-K, if any, filed pursuant to Section 13 or 15(d) of the Exchange Act after the effective date of the Registration Statement that is incorporated by reference in the Registration Statement (the Form 10-K, the quarterly reports on form Form 10-Q and any current reports on Form 8-K are referred to herein collectively as the "Exchange Act Filings")). For purposes of this Agreement, all references to the Preliminary Prospectus or Prospectus or to any amendment or supplement to any of the foregoing shall be deemed to include any copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). No order preventing or suspending the use of any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus, at the time of filing thereof, conformed in all material respects to the requirements of the Act and the rules and regulations of the Commission thereunder (the "1933 Act Regulations"), and did not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; PROVIDED, HOWEVER, that this representation and warranty shall not apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the PSCo by any Underwriter through ▇▇▇▇▇▇▇ ▇▇▇▇▇ expressly for use therein.