Common use of Registrable Notes Clause in Contracts

Registrable Notes. Notes and Private Exchange Notes; provided, however, that a Note or Private Exchange Note, as applicable, shall cease to be a Registrable Note upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a) hereof, the Note has been exchanged for an Exchange Note in an Exchange Offer as contemplated in Section 2(a) hereof; (ii) in the circumstances contemplated by Section 3 hereof, a Shelf Registration registering such Note or Private Exchange Note, as applicable, under the Securities Act has been declared or becomes effective and such Note or Private Exchange Note, as applicable, has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration; (iii) such Note or Private Exchange Note, as applicable, is actually sold by the holder thereof pursuant to Rule 144 under circumstances in which any legend borne by such Note or Private Exchange Note, as applicable, relating to restrictions on transferability thereof, under the Securities Act or otherwise, is removed by the Issuers or pursuant to the Indenture; (iv) such Note or Private Exchange Note, as applicable, shall cease to be outstanding; in addition, an Exchange Note held by a Participating Broker-Dealer shall be a Registrable Note until the date on which such Exchange Note is disposed of by a Participating Broker-Dealer pursuant to the “Plan of Distribution” contemplated by the Exchange Offer Registration Statement (including the delivery of the prospectus contained therein).

Appears in 4 contracts

Samples: Registration Rights Agreement (DT Credit Company, LLC), Registration Rights Agreement (DT Acceptance Corp), Registration Rights Agreement (DT Credit Company, LLC)

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Registrable Notes. Notes and Private Exchange Notes; provided, however, that a Note or Private Exchange Note, as applicable, shall cease to be a Registrable Note upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a) hereof), the Note has been exchanged by a Person other than a broker-dealer for an Exchange Note in an Exchange Offer as contemplated in Section 2(a) hereof); (ii) following an exchange by a broker-dealer of the Note for an Exchange Note in an Exchange Offer, such Exchange Note has been sold to a purchaser who receives from such broker-dealer on or prior to the date of such sale a copy of the Prospectus contained in the Exchange Offer Registration Statement; (iii) in the circumstances contemplated by Section 3 hereof3, a Shelf Registration Statement registering such Note or Private Exchange Note, as applicable, under the Securities Act has been declared or becomes effective effectively registered and such Note or Private Exchange Note, as applicable, has been sold or otherwise transferred disposed of by the holder thereof pursuant to and in a manner contemplated by accordance with such effective Shelf RegistrationRegistration Statement; (iiiiv) such Note or Private Exchange Note, as applicable, is actually sold by the holder thereof pursuant to Rule 144 under circumstances in which any legend borne by such Note or Private Exchange Note, as applicable, relating to restrictions on transferability thereof, thereof under the Securities Act or otherwise, is removed by the Issuers Company or pursuant to the Indenture; Indenture (provided, that such Note or Private Exchange Note, as applicable, will not cease to be a Registrable Note for purposes of the Exchange Offer by virtue of this clause (iv)); or (v) such Note or Private Exchange Note, as applicable, shall cease to be outstanding; in addition, an Exchange Note held by a Participating Broker-Dealer shall be a Registrable Note until the date on which such Exchange Note is disposed of by a Participating Broker-Dealer pursuant to the “Plan of Distribution” contemplated by the Exchange Offer Registration Statement (including the delivery of the prospectus contained therein).

Appears in 2 contracts

Samples: Registration Rights Agreement (Thermadyne Holdings Corp /De), Registration Rights Agreement (Thermadyne Australia Pty Ltd.)

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Registrable Notes. Notes and Private Exchange Notes; provided, however, that a Note or Private Exchange Note, as applicable, shall cease to be a Registrable Note upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a) hereof), the Note has been exchanged by a Person other than a Participating Broker-Dealer for an Exchange Note in an Exchange Offer as contemplated in Section 2(a) hereof); (ii) following the exchange by a Participating Broker-Dealer in an Exchange Offer of a Note for an Exchange Note, the date on which such Exchange Note is sold to a purchaser who receives from such Participating Broker-Dealer on or prior to the date of such sale a copy of the Prospectus contained in the Exchange Registration Statement; (iii) in the circumstances contemplated by Section 3 hereof3, a Shelf Registration registering such Note or Private Exchange Note, as applicable, under the Securities Act has been declared or becomes effective and such Note or Private Exchange Note, as applicable, has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration; or (iiiiv) such Note or Private Exchange Note, as applicable, is actually sold by the holder thereof pursuant to Rule 144 under circumstances in which any legend borne by such Note or Private Exchange Note, as applicable, relating to restrictions on transferability thereof, under the Securities Act or otherwise, is removed by the Issuers Company or pursuant to the Indenture; (iv) such provided, however, that a Note or Private Exchange Note, as applicable, shall will not cease to be outstanding; in addition, an Exchange Note held by a Participating Broker-Dealer shall be a Registrable Note until the date on which such Exchange Note is disposed for purposes of by a Participating Broker-Dealer pursuant to the “Plan of Distribution” contemplated by the an Exchange Offer Registration Statement by virtue of this clause (including the delivery of the prospectus contained thereiniv).

Appears in 1 contract

Samples: Purchase Agreement (CNL Lifestyle Properties Inc)

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