Common use of Exchange Offer Registration Clause in Contracts

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff of the SEC (as determined in the reasonable discretion of the Company), the Company shall use its best efforts (A) to file within 45 days after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for Exchange Securities, (B) to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 150 days after the Closing Date, (C) to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) to consummate the Exchange Offer within 180 days following the Closing Date. The Exchange Securities will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff staff of the SEC (as determined in the reasonable discretion of the Company)SEC, the Company and the Subsidiary Guarantors shall use its best efforts (A) to file within 45 60 days after the Closing Date Time an Exchange Offer Registration Statement covering the offer by the Company and the Subsidiary Guarantors to the Holders to exchange Exchange Notes for all of the Registrable Securities for Exchange SecuritiesNotes, (B) use their best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 150 365 days after the Closing DateTime, (C) use their best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) use their best efforts to consummate the Exchange Offer within 180 45 days following the Closing Datedate of effectiveness of the Exchange Offer Registration Statement. The Exchange Securities Notes will be issued under the IndentureIndentures. Upon the effectiveness of the Exchange Offer Registration Statement, the Company and the Subsidiary Guarantors shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f))) eligible and electing to exchange Registrable Securities Notes for Exchange Securities Notes (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities Notes in the ordinary course of such Holder's business and has no arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing the Exchange SecuritiesNotes) to trade such Exchange Securities Notes from and after their receipt without any limitations or restrictions under the registration provisions of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company and the Subsidiary Guarantors shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff of The Company shall (i) use its commercially reasonable efforts to file with the SEC (as determined in on or prior to the reasonable discretion of the Company), the Company shall use its best efforts (A) to file within 45 days 60th day after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (Bii) use its commercially reasonable efforts to cause such Exchange Offer Registration Statement to be declared become effective with the SEC no later than 20 Business Days after the date the Company is notified (orally or in writing, whichever is earlier) by the SEC within 150 days after that the Closing DateExchange Offer Registration Statement will not be reviewed, or will not be subject to further review, by the SEC, (Ciii) use its commercially reasonable efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer Offer, and (Div) use its commercially reasonable efforts to consummate the Exchange Offer within 180 no later than 45 days following after the Closing Date. The effective date of the Exchange Securities will be issued under the IndentureOffer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business ’s business, and has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions 1933 Act or under the securities or blue sky laws of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff of the SEC (as determined in the reasonable discretion of the Company), the The Company shall use its best efforts (A) file with the SEC on or prior to file within 45 days the 90th day after the Closing Date Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 150 days no later than the 150th day after the Closing DateTime, (C) use its best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) use its best efforts to consummate the Exchange Offer within 180 no later than 45 days following after the Closing Date. The effective date of the Exchange Securities will be issued under the IndentureOffer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder (1) is not an affiliate of the Company within the meaning of Rule 405 under the 1933 ActAct or an Initial Purchaser holding Securities acquired by it and having the status of an unsold allotment in the initial offering and sale of Securities pursuant to the Purchase Agreement, (2) acquires the Exchange Securities in the ordinary course of such Holder's business and (3) has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions 1933 Act or under the securities or blue sky laws of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff of The Company shall (i) use its commercially reasonable efforts to file with the SEC (as determined in on or prior to the reasonable discretion of the Company), the Company shall use its best efforts (A) to file within 45 days 60th day after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (Bii) use its commercially reasonable efforts to cause such Exchange Offer Registration Statement to be declared become effective with the SEC no later than 15 Business Days after the date the Company is notified (orally or in writing, whichever is earlier) by the SEC within 150 days after that the Closing DateExchange Offer Registration Statement will not be reviewed, or will not be subject to further review, by the SEC, (Ciii) use its commercially reasonable efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer Offer, and (Div) use its commercially reasonable efforts to consummate the Exchange Offer within 180 no later than 45 days following after the Closing Date. The effective date of the Exchange Securities will be issued under the IndentureOffer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business ’s business, and has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions 1933 Act or under the securities or blue sky laws of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or by applicable interpretation interpretations of the Staff staff of the SEC (as determined in the reasonable discretion of the Company)SEC, the Company shall, and shall cause the Guarantors to, use its reasonable best efforts to (A) file with the SEC on or prior to file within 45 days the 120th day after the Closing Date Time an Exchange Offer Registration Statement covering the offer by the Company and the Guarantors to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 150 days no later than the 180th day after the Closing DateTime, (C) to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) to consummate the Exchange Offer within 180 no later than 45 days following after the Closing Date. The effective date of the Exchange Securities will be issued under the IndentureOffer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder (1) is not an affiliate of the Company or either Guarantor within the meaning of Rule 405 under the 1933 ActAct or an Initial Purchaser holding Securities acquired by it and having the status of an unsold allotment in the initial offering and sale of Securities pursuant to the Purchase Agreement, (2) acquires the Exchange Securities in the ordinary course of such Holder's business and (3) has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the such Exchange SecuritiesSecurities and is not engaged in, and does not intend to engage in, any such distribution) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions 1933 Act or under the securities or blue sky laws of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff of The Company shall (i) use its commercially reasonable efforts to file with the SEC (as determined in on or prior to the reasonable discretion of the Company), the Company shall use its best efforts (A) to file within 45 days 90th day after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (Bii) use its commercially reasonable efforts to cause such Exchange Offer Registration Statement to be declared become effective with the SEC no later than 15 Business Days after the date the Company is notified (orally or in writing, whichever is earlier) by the SEC within 150 days after that the Closing DateExchange Offer Registration Statement will not be reviewed, or will not be subject to further review, by the SEC, (Ciii) use its commercially reasonable efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer Offer, and (Div) use its commercially reasonable efforts to consummate the Exchange Offer within 180 no later than 45 days following after the Closing Date. The effective date of the Exchange Securities will be issued under the IndentureOffer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business ’s business, and has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions 1933 Act or under the securities or blue sky laws of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any --------------------------- applicable law or applicable interpretation of the Staff of the SEC (as determined in the reasonable discretion of the Company), the The Company shall use its best efforts (A) use its commercially reasonable efforts to file within 45 days with the SEC on or prior to the 120th day after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its commercially reasonable efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 150 days no later than the 20th business day after the Closing Datedate the Company is notified (orally or in writing, whichever is earlier) by the SEC that the Exchange Offer Registration Statement will not be reviewed, or will not be subject to further review, and (C) use its commercially reasonable efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) use its commercially reasonable efforts to consummate the Exchange Offer within 180 no later than 360 days following after the Closing Date. The Exchange Securities will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's ’s business and has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the registration provisions 1933 Act or under the securities or blue sky laws of the 1933 Act and without material restrictions under the registration and qualification provisions of the securities laws of a substantial proportion of the several states of the United States. In connection with the Exchange Offer, the Company shall: