Exhibit B to Distribution Agreement: Ratings and Required Legal Deliveries

Summary

This document, Exhibit B to a Distribution Agreement, outlines the expected credit ratings for a note issuance program and the company, as provided by major rating agencies such as Moody's, S&P, A.M. Best, and Fitch. It also lists the specific legal opinions and assurances that must be delivered on the issuance date, including opinions from various counsels regarding securities, tax, insolvency, and security interests. The parties involved include the company, the trust, the Delaware trustee, the administrator, and the indenture trustee.

EX-4.7 2 c49973_ex4-7.txt Exhibit 4.7 EXHIBIT B RATINGS; REQUIRED DELIVERIES Ratings: - -------- In connection with Section 1.1.3 of the Distribution Agreement, the Program under which the Notes are issued, as well as the Notes and the Funding Agreement, are anticipated to be rated Aa3 by Moody's and AA- by S&P. The Program under which the Notes are issued, as well as the Notes are anticipated to be rated aa- by A.M. Best and AA by Fitch. In connection with Section 1.3.10 of the Distribution Agreement, the Company's financial strength rating is Aa3 by Moody's, AA- by S&P, aa- by A.M. Best, and AA by Fitch. Required Deliveries: - -------------------- Pursuant to Section 5.1, 5.2 and/or 5.5 of the Distribution Agreement the following opinions, negative assurances and/or comfort letter are required to be delivered on the Issuance Date (as defined in the Omnibus Instrument): Opinion of Internal Counsel for the Company Opinion of Counsel for the Company Concerning Connecticut Insolvency Law Opinion of Agent Approved Counsel Concerning Federal Securities Law Opinion of Agent Approved Counsel Concerning New York Law Opinion of Agent Approved Counsel Concerning New York Security Interests Opinion of Agent Approved Counsel Concerning Tax Opinion of Counsel for the Trust Opinion of Counsel for the Delaware Trustee Opinion of Counsel for the Trust Concerning Delaware Security Interests Opinion of Counsel for the Administrator Opinion of Counsel for the Indenture Trustee