Common use of Registrable Securities Clause in Contracts

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company or one of its subsidiaries or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 8 contracts

Samples: Registration Rights Agreement (Eagle Rock Holdings, L.P.), Registration Rights Agreement (Eagle Rock Energy Partners, L.P.), Registration Rights Agreement (Eagle Rock Holdings, L.P.)

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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 force effect) under the Securities Act); (c) when such Registrable Security is held by the Company 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 securitiessecurities pursuant to Section 2.11 hereof or (e) one year after the Closing Date.

Appears in 7 contracts

Samples: Registration Rights Agreement (Teekay LNG Partners L.P.), Registration Rights Agreement (Teekay Offshore Partners L.P.), Lp Unit Purchase Agreement (Buckeye Partners, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when when: (a) a registration statement covering such Registrable Security has been declared is effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) two years after the Closing Date; (d) such Registrable Security is held by the Company Atlas Energy or one of its subsidiaries Subsidiaries; or (de) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 5 contracts

Samples: Registration Rights Agreement (Atlas Resources Public #16-2007 (A) L.P.), Registration Rights Agreement (Atlas Energy Resources, LLC), Class D Unit and Common Unit Purchase Agreement (Atlas Energy Resources, LLC)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when 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 force force) under the Securities Act); (c) when such Registrable Security is held by the Company Partnership or one of its subsidiaries or subsidiaries; and (d) when such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities pursuant to the terms of this Agreement.

Appears in 5 contracts

Samples: Registration Rights Agreement (Blueknight Energy Partners, L.P.), Global Transaction Agreement (Blueknight Energy Partners, L.P.), Rights Agreement (Blueknight Energy Partners, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when when: (a) a registration statement covering such Registrable Security has been declared is effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) one year after the Closing Date; (d) such Registrable Security is held by the Company Atlas or one of its subsidiaries Subsidiaries; or (de) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities (but shall not include any such sale or transfer pursuant to a total return swap or similar transaction with respect to such Registrable Security).

Appears in 4 contracts

Samples: Registration Rights Agreement (Atlas Resource Partners, L.P.), Class D Preferred Unit Purchase Agreement (Atlas Pipeline Partners Lp), Registration Rights Agreement (Atlas Pipeline Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company K-Sea or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (K-Sea Transportation Partners Lp), Registration Rights Agreement (K-Sea Transportation Partners Lp), Registration Rights Agreement (K-Sea Transportation Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company Regency or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Regency Energy Partners LP), Class C Unit Purchase Agreement (Regency Energy Partners LP)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission Commission, or is automatically effective upon filing, and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) such Registrable Security is held by the Company Copano or one of its subsidiaries or subsidiaries; (d) such Registrable Security has been sold transferred in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities; or (e) such Registrable Security becomes eligible for resale pursuant to Rule 144(k) (or any similar provisions then in force).

Appears in 2 contracts

Samples: Contribution Agreement (Copano Energy, L.L.C.), Registration Rights Agreement (Copano Energy, L.L.C.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company Inergy or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 2 contracts

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

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when Security: (a) when a registration statement covering such Registrable Security has been declared is 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 force force) under the Securities Act); (c) two years after the Closing Date; (d) when such Registrable Security is held by the Company Atlas Pipeline Holdings or one of its subsidiaries Subsidiaries; or (de) when such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Atlas Pipeline Holdings, L.P.), Common Unit Purchase Agreement (Atlas Pipeline Holdings, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when whenever (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 promulgated under the Securities Act (or any similar provision rule then in force under the Securities Act); (c) such Registrable Security is held by the Company Enbridge Partners or one of its subsidiaries or subsidiaries; (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities or (e) the seventh anniversary of the Closing Date occurs.

Appears in 2 contracts

Samples: Registration Rights Agreement (Enbridge Energy Partners Lp), Registration Rights Agreement (Enbridge Energy Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when Security: (a) when a registration statement covering such Registrable Security has been declared is 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 force force) under the Securities Act); (c) two years after the Closing Date; (d) when such Registrable Security is held by the Company Atlas Pipeline Partners or one of its subsidiaries Subsidiaries; or (de) when such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Atlas Pipeline Partners Lp), Common Unit Purchase Agreement (Atlas Pipeline Holdings, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been becomes or is declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) such Registrable Security is held by the Company MarkWest or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities pursuant to Section 2.10 hereof.

Appears in 2 contracts

Samples: Registration Rights Agreement (Markwest Energy Partners L P), Registration Rights Agreement (Markwest Hydrocarbon Inc)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) when a registration statement Registration Statement covering such Registrable Security has been becomes or is declared effective by the Commission under the Securities Act and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; Registration Statement, (b) when such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); , (c) when such Registrable Security has been disposed of in a private transaction pursuant to which the transferor’s rights have not been assigned to the Transferee in accordance with Section 2.10 of this Agreement, (d) when such Registrable Security is held by the Company or one of its subsidiaries or (de) when such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned shall have ceased to the transferee of such securitiesbe outstanding.

Appears in 2 contracts

Samples: Registration Rights Agreement (ProPetro Holding Corp.), Registration Rights Agreement (ProPetro Holding Corp.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when when: (a) a registration statement covering such Registrable Security has been declared is effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) one year after the Closing Date; (d) such Registrable Security is held by the Company Atlas Pipeline Partners or one of its subsidiaries Subsidiaries; or (de) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Atlas Pipeline 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 force effect) under the Securities Act); (c) when such Registrable Security is held by the Company or one of its subsidiaries 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 securitiessecurities pursuant to Section 3.04 hereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Goodrich Petroleum Corp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been becomes or is declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company Partnership or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 1 contract

Samples: Common Unit Purchase Agreement (Pacific Energy 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 force effect) under the Securities Act); (c) when such Registrable Security is held by the Company Partnership or one of its subsidiaries subsidiaries; or (d) when such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities pursuant to Section 2.11 hereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Buckeye 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 force effect) under the Securities Act); (c) when such Registrable Security is held by the Company Partnership 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.

Appears in 1 contract

Samples: Registration Rights Agreement (GPM Petroleum LP)

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Registrable Securities. Any Registrable Security will cease to be a Registrable Security when when: (a) a registration statement covering such Registrable Security has been declared is effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) such Registrable Security is held by the Company Atlas or one of its subsidiaries Subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities (but shall not include any such sale or transfer pursuant to a total return swap or similar transaction with respect to such Registrable Security).

Appears in 1 contract

Samples: Registration Rights Agreement (Atlas Resource Partners, L.P.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company Partnership or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities (but shall not include any such sale or transfer pursuant to a total return swap transaction or similar transaction with respect to such Registrable Security).

Appears in 1 contract

Samples: Registration Rights Agreement (Magellan Midstream Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company HEP or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s 's rights under this Agreement are not assigned to the transferee of such securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Holly Energy Partners Lp)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been becomes or is declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company MarkWest or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities pursuant to Section 2.10 hereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Markwest Hydrocarbon 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 force under the Securities Act)144; (c) when such Registrable Security is held by the 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 securitiessecurities pursuant to Section 2.09 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, assuming the Holder of such Registrable Security is not an Affiliate of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Nisource Inc/De)

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

Appears in 1 contract

Samples: Registration Rights Agreement (JP Energy 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 force effect) under the Securities Act); (c) when such Registrable Security is held by the Company 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.securities pursuant to Section 2.10 hereof or

Appears in 1 contract

Samples: Registration Rights Agreement (Sunoco 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 may be disposed of pursuant to any section of Rule 144 (or any similar provision then in force effect) under the Securities Act)Act without restriction; (c) when such Registrable Security is held by the Company Partnership 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 securitiessecurities pursuant to Section 2.09 hereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Penn Virginia Resource Partners L P)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) such Registrable Security is held by the Company Copano or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Copano Energy, L.L.C.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company Copano or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Copano Energy, L.L.C.)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement Registration Statement covering such Registrable Security has been becomes or is declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statementRegistration Statement; (b) such Registrable Security has been disposed of pursuant to any section of Rule 144 (or any similar provision then in force force) under the Securities Act); (c) such Registrable Security is held by the Company MarkWest or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securitiessecurities pursuant to Section 2.10 hereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Markwest Energy Partners L P)

Registrable Securities. Any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has been declared effective by the Commission and such Registrable Security has been sold or disposed of pursuant to such effective registration statement; (b) such Registrable Security has been is capable of being disposed of pursuant to any section of Rule 144 (or any similar provision then in force under the Securities Act); (c) such Registrable Security is held by the Company ENP or one of its subsidiaries subsidiaries; or (d) such Registrable Security has been sold in a private transaction in which the transferor’s rights under this Agreement are not assigned to the transferee of such securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Encore Energy Partners LP)

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