Common use of Registrable Securities Clause in Contracts

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 8 contracts

Samples: Registration Rights Agreement (Rice Midstream Partners LP), Registration Rights Agreement (Noble Midstream Partners LP), Registration Rights Agreement (Sunoco LP)

AutoNDA by SimpleDocs

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement Registration Statement covering such Registrable Security becomes or has been declared become effective by under the Commission Securities Act and such Registrable Security has been sold or disposed of pursuant to such effective registration statementRegistration Statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or AffiliatesSubsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities Registrable Security pursuant to Section 2.11 hereof 2.12; or (e) when such Registrable Security becomes eligible for resale without restriction and without volume limitations or the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act. Any security that has ceased to be a Registrable Security shall not thereafter become a Registrable Security, and any security that is issued or distributed in respect of a security that has ceased to be a Registrable Security shall not be a Registrable Security.

Appears in 5 contracts

Samples: Registration Rights Agreement (Lilis Energy, Inc.), Registration Rights Agreement (Lilis Energy, Inc.), Credit Agreement (Lilis Energy, Inc.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.09 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, if the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Company.

Appears in 4 contracts

Samples: Registration Rights Agreement (SEACOR Marine Holdings Inc.), Registration Rights Agreement (SEACOR Marine Holdings Inc.), Registration Rights Agreement (SEACOR Marine Holdings Inc.)

Registrable Securities. Any Registrable Security will shall cease to be a Registrable Security at the earliest of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission SEC and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been sold or disposed of (excluding transfers or assignments by a Holder to an Affiliate) pursuant to any section of Rule 144 under the Securities Act (or any successor or similar provision adopted by the SEC then in effect) under circumstances in which all of the Securities Actapplicable conditions of Rule 144 (as then in effect) are met; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries Affiliates (other than a Purchaser or its Affiliates); (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section third anniversary of Rule 144 the Effectiveness Deadline (or any similar provision then as defined in effect) under the Securities ActSection 2.01(a)).

Appears in 4 contracts

Samples: Registration Rights Agreement (Mid-Con Energy Partners, LP), Registration Rights Agreement (Mid-Con Energy Partners, LP), Convertible Preferred Unit Purchase Agreement (Mid-Con Energy Partners, LP)

Registrable Securities. Any Registrable Security will shall cease to be a Registrable Security at the earliest of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission SEC and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been sold or disposed of (excluding transfers or assignments by a Holder to an Affiliate) pursuant to any section of Rule 144 under the Securities Act (or any successor or similar provision adopted by the SEC then in effect) under circumstances in which all of the Securities Actapplicable conditions of Rule 144 (as then in effect) are met; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries direct or Affiliatesindirect subsidiaries; or (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Acthereof.

Appears in 4 contracts

Samples: Registration Rights Agreement (Great Ajax Corp.), Registration Rights Agreement (Ocwen Financial Corp), Registration Rights Agreement (Ocwen Financial Corp)

Registrable Securities. Any Registrable Security will shall cease to be a Registrable Security at the earliest of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission SEC and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been sold or disposed of (excluding transfers or assignments by a Holder to an Affiliate) pursuant to any section of Rule 144 under the Securities Act (or any successor or similar provision adopted by the SEC then in effect) under circumstances in which all of the Securities Actapplicable conditions of Rule 144 (as then in effect) are met; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries direct or Affiliatesindirect subsidiaries; or (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Acthereof.

Appears in 4 contracts

Samples: Registration Rights Agreement (NGL Energy Partners LP), Purchase Agreement (NGL Energy Partners LP), Purchase Agreement (NGL Energy Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries Subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Rice Midstream Partners LP), Common Unit Purchase Agreement, Common Unit Purchase Agreement (Rice Midstream Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 under the Securities Act (or any similar provision then in effect) under the Securities Act); (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof securities; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 under the Securities Act (or any similar provision then in effect) under ), assuming the Securities ActHolder of such Registrable Security is not an Affiliate of the Partnership.

Appears in 3 contracts

Samples: Registration Rights Agreement (American Midstream Partners, LP), Securities Agreement (American Midstream Partners, LP), Common Unit Purchase Agreement (American Midstream Partners, LP)

Registrable Securities. Any Registrable Security will shall cease to be a Registrable Security at the earliest of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission SEC and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been sold or disposed of (excluding transfers or assignments by a Holder to an Affiliate) pursuant to any section of Rule 144 under the Securities Act (or any successor or similar provision adopted by the SEC then in effect) under circumstances in which all of the Securities Actapplicable conditions of Rule 144 (as then in effect) are met; (c) when such Registrable Security is held by the Partnership Corporation or one of its subsidiaries or Affiliates; or (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such hereof. In addition, any Registrable Security becomes eligible for resale without restriction and without will cease to be a Registrable Security upon the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Actdate that such security is Freely Tradable.

Appears in 3 contracts

Samples: Registration Rights Agreement (Sanchez Energy Corp), Securities Purchase Agreement (Sanchez Energy Corp), Securities Purchase Agreement (Sanchez Energy Corp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security upon the earliest to occur of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; , (b) when such Registrable Security has been disposed of (excluding transfers or assignments by a Holder to an Affiliate or to another Holder or any of its Affiliates or to any assignee or transferee to whom the rights under this Agreement have been transferred pursuant to Section 2.10) pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; , (c) when such Registrable Security is held by transferred to the Partnership or one of its direct or indirect subsidiaries or Affiliates; and (d) when such Registrable Security has been sold or disposed of in a private an unregistered transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act2.10.

Appears in 3 contracts

Samples: Registration Rights Agreement (Plains All American Pipeline Lp), Registration Rights Agreement (Plains Gp Holdings Lp), Registration Rights Agreement (Plains All American Pipeline Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission Commission, or otherwise has become effective, and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of transferred in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof 2.11; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Unit Purchase Agreement (Arc Logistics Partners LP), Registration Rights Agreement (Arc Logistics Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security can be disposed of pursuant to Rule 144(k) (or any similar provision then in force) under the Securities Act; (d) when such Registrable Security is held by the Partnership or one of its subsidiaries subsidiaries; or Affiliates; (de) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act2.10 hereof.

Appears in 2 contracts

Samples: Registration Rights Agreement (Enterprise GP Holdings L.P.), Registration Rights Agreement (Legacy Reserves Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Partnership.

Appears in 2 contracts

Samples: Registration Rights Agreement (Teekay Offshore Partners L.P.), Registration Rights Agreement (Teekay Offshore Partners L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (LSB Industries Inc), Registration Rights Agreement (LSB Industries Inc)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.09 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (W&t Offshore Inc)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Partnership.

Appears in 2 contracts

Samples: Registration Rights Agreement (Rose Rock Midstream, L.P.), Common Unit Purchase Agreement (Rose Rock Midstream, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) force under the Securities Act); (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof securities; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an Affiliate of the Partnership.

Appears in 2 contracts

Samples: Registration Rights Agreement (DCP Midstream Partners, LP), Common Unit Purchase Agreement (DCP Midstream Partners, LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of (excluding transfers or assignments by a Holder to an Affiliate) pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Common Unit Purchase Agreement (Noble Midstream Partners LP), Registration Rights Agreement (Noble Midstream Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such the Registrable Security becomes or has been is declared effective by the Commission and such the Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by has been disposed of in a private transaction pursuant to which the Partnership or one of its subsidiaries or Affiliatestransferor’s rights have not been assigned to the transferee in accordance with Section 2.11; (d) when such Registrable Security has been sold is held by Crestwood or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof its Subsidiaries; or (e) when the date on which such Registrable Security becomes eligible for resale without restriction and without the need for current public information may be sold pursuant to any section of Rule 144 under the Securities Act (or any similar provision then in effect) force under the Securities Act) without any restriction (including, if the Holder is an Affiliate of Crestwood, restrictions that apply to sales by Affiliates).

Appears in 2 contracts

Samples: Registration Rights Agreement (Crestwood Equity Partners LP), Registration Rights Agreement (Crestwood Midstream Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security Security: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership HEP or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.10 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Common Unit Purchase Agreement (Holly Energy Partners Lp), Common Unit Purchase Agreement (Holly Energy Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Contribution Agreement (USA Compression Partners, LP), Registration Rights Agreement (USA Compression Partners, LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security at the earliest of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or securities; and (e) when as to Registrable Securities beneficially owned by a Holder, the date on which all Registrable Securities beneficially owned by such Registrable Security becomes eligible for resale without restriction and without the need for current public information Holder may be sold in a single sale pursuant to any section of Rule 144 under the Securities Act (or any similar provision then in effect) force under the Securities Act) without any restriction or other requirement that must be satisfied by such Holder or the Company.

Appears in 2 contracts

Samples: Registration Rights Agreement (Patterson Uti Energy Inc), Securities Purchase Agreement (Patterson Uti Energy Inc)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.09 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Company.

Appears in 2 contracts

Samples: Registration Rights Agreement (Extraction Oil & Gas, Inc.), Registration Rights Agreement (Parsley Energy, Inc.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an Affiliate of the Partnership.

Appears in 2 contracts

Samples: Registration Rights Agreement (Penn Virginia Resource Partners L P), Common Unit Purchase Agreement (Penn Virginia Resource Partners L P)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when the date on which such Registrable Security becomes eligible for resale without restriction and without the need for current public information may be sold pursuant to any section of Rule 144 of the Securities Act (or any similar provision then in effect) force under the Securities Act) without restriction.

Appears in 2 contracts

Samples: Class B Unit Purchase Agreement (Penn Virginia Resource Partners L P), Registration Rights Agreement (Penn Virginia Resource Partners L P)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) force under the Securities Act); (c) when such Registrable Security is held by the Partnership Corporation or one of its subsidiaries or Affiliatesotherwise ceases to be outstanding; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof securities; or (e) when and to the extent such Registrable Security becomes eligible for resale securities may be publicly sold without restriction and without the need for current public information limitation as to amount pursuant to any section of Rule 144 (or any similar provision then in effectsuccessor provision) under the Securities Act or are otherwise freely transferrable to the public without further registration under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (PBF Energy Inc.), Registration Rights Agreement (PBF Energy Inc.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been transferred, sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof 2.8; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Abengoa Yield PLC), Registration Rights Agreement (Abengoa, S.A.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security upon the earliest to occur of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; , (b) when such Registrable Security has been disposed of (excluding transfers or assignments by a Holder to any assignee or transferee to whom the rights under this Agreement have been transferred pursuant to Section ‎2.7) pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; , and (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act2.8.

Appears in 1 contract

Samples: Lockup and Registration Rights Agreement (Hi-Crush Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.10 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Energy Transfer Equity, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Teekay Corp)

AutoNDA by SimpleDocs

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; subsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement

Registrable Securities. Any Registrable Security will cease to be a Registrable Security upon the earliest to occur of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; , (b) when such Registrable Security has been disposed of (excluding transfers or assignments by a Holder to an Affiliate or to another Holder or any of its Affiliates or to any assignee or transferee to whom the rights under this Agreement have been transferred pursuant to Section 2.10) pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; , (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries direct or Affiliates; indirect subsidiaries, and (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act2.10.

Appears in 1 contract

Samples: Registration Rights Agreement (EnLink Midstream, LLC)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security Security: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership HEP or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 ‎Section 2.10 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Holly Energy Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof 2.08 hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Natural Resource Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security at the earliest of the following: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section Section of Rule 144 (or any similar successor provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by the Partnership Matador or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or securities; and (e) when the earlier of (i) three years from the Series A Conversion Date or (ii) the date on which such Registrable Security becomes eligible for resale without restriction and without the need for current public information may be sold pursuant to any section of Rule 144 under the Securities Act (or any similar successor provision then in effect) force under the Securities Act) without any restriction (including, if the Holder is an Affiliate of Matador, restrictions that apply to sales by Affiliates).

Appears in 1 contract

Samples: Registration Rights Agreement (Matador Resources Co)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.09 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Partnership.

Appears in 1 contract

Samples: Registration Rights Agreement (Westlake Chemical Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries Subsidiaries or other Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (CNX Coal Resources LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such the Registrable Security becomes or has been is declared effective by the Commission and such the Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by has been disposed of in a private transaction pursuant to which the Partnership or one of its subsidiaries or Affiliatestransferor’s rights have not been assigned to the transferee in accordance with Section 2.10; (d) when such Registrable Security has been sold is held by Crestwood or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof its Subsidiaries; or (e) when the date on which such Registrable Security becomes eligible for resale without restriction and without the need for current public information may be sold pursuant to any section of Rule 144 under the Securities Act (or any similar provision then in effect) force under the Securities Act) without any restriction (including, if the Holder is an Affiliate of Crestwood, restrictions that apply to sales by Affiliates).

Appears in 1 contract

Samples: Registration Rights Agreement (Crestwood Midstream Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when the date on which such Registrable Security becomes eligible for resale without restriction and without the need for current public information may be sold pursuant to any section of Rule 144 of the Securities Act (or any similar provision then in effect) force under the Securities Act) without restriction or limitation.

Appears in 1 contract

Samples: Registration Rights Agreement (Ferrellgas Partners Finance Corp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security with respect to a Purchaser upon the first to occur of the following events: (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of by such Purchaser pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of by such Purchaser pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security can be disposed of by such Purchaser pursuant to Rule 144 (or any similar provision then in force) under the Securities Act; (d) when such Registrable Security is held by the Partnership or one of its subsidiaries subsidiaries; or Affiliates; (de) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act2.10 hereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Rio Vista Energy Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of (excluding transfers or assignments by a Holder to an Affiliate) pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or hereof; (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; or (f) on August 1, 2021.

Appears in 1 contract

Samples: Registration Rights Agreement (Enviva Partners, LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof 2.10 hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and and, in the event the Partnership is not in compliance with the requirements of Rule 144(c), without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Stonemor Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such the Registrable Security becomes or has been is declared effective by the Commission and such the Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by has been disposed of in a private transaction pursuant to which the Partnership or one transferor’s rights have not been assigned to the transferee in accordance with Section 2.10 of its subsidiaries or Affiliatesthis Agreement; (d) when such Registrable Security has been sold is held by the Partnership or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof its Subsidiaries; or (e) when the later of (i) one year from the Conversion Date or (ii) the date on which such Registrable Security becomes eligible for resale without restriction and without the need for current public information may be sold pursuant to any section of Rule 144 under the Securities Act (or any similar provision then in effect) force under the Securities Act) without any restriction (including, if the Holder is an Affiliate of the Partnership, restrictions that apply to sales by Affiliates).

Appears in 1 contract

Samples: Registration Rights Agreement (Crestwood Midstream Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Partnership.

Appears in 1 contract

Samples: Registration Rights Agreement (Inergy Midstream, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission SEC and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and and, in the event the Partnership is not in compliance with the requirements of Rule 144(c) promulgated under the Securities Act, without the need for current public information pursuant to any section information, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144 (or any similar provision then in effect144(a)(1)) under of the Securities ActPartnership.

Appears in 1 contract

Samples: Registration Rights Agreement (NGL Energy Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 2.08 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (ANTERO RESOURCES Corp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership Company or one of its subsidiaries subsidiaries; or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Lilis Energy, Inc.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission SEC, or otherwise has become effective, and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliatessubsidiaries; (d) when such Registrable Security has been sold or disposed of transferred in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof 2.11; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Arc Logistics Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement covering such Registrable Security becomes or has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in effectforce) under the Securities Act; (c) when such Registrable Security is held by the Partnership or one of its subsidiaries or Affiliates; (d) when such Registrable Security has been sold or disposed of in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities pursuant to Section 2.11 hereof 2.08 hereof; or (e) when such Registrable Security becomes eligible for resale without restriction and without the need for current public information pursuant to any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming the Holder of such Registrable Security is not an affiliate (as defined in Rule 144(a)(1)) of the Partnership.

Appears in 1 contract

Samples: Registration Rights Agreement (New Source Energy Partners L.P.)

Time is Money Join Law Insider Premium to draft better contracts faster.