Common use of The Registration Rights Agreement and DTC Agreement Clause in Contracts

The Registration Rights Agreement and DTC Agreement. Each of the Registration Rights Agreement and the DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, assuming the due authorization, execution and delivery thereof by the other parties thereto, each such agreement will constitute a valid and binding agreement of, the Company and, in the case of the Registration Rights Agreement, the Initial Guarantor, enforceable, in each case against the Company, and, in the case of the Registration Right Agreement, against the Initial Guarantor, in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law.

Appears in 4 contracts

Samples: Purchase Agreement (Continental Resources Inc), Purchase Agreement (Continental Resources Inc), Purchase Agreement (Continental Resources Inc)

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The Registration Rights Agreement and DTC Agreement. Each of the Registration Rights Agreement and the DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, assuming the due authorization, execution and delivery thereof by the other parties thereto, each such agreement will constitute a valid and binding agreement of, the Company and, in the case of the Registration Rights Agreement, the Initial GuarantorGuarantors, enforceable, in each case against the Company, and, in the case of the Registration Right Agreement, against the Initial GuarantorGuarantors, in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law.

Appears in 3 contracts

Samples: Purchase Agreement (Continental Resources, Inc), Purchase Agreement (Continental Resources, Inc), Purchase Agreement (Continental Resources, Inc)

The Registration Rights Agreement and DTC Agreement. Each of the The Registration Rights Agreement and the DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, assuming the due authorization, execution and delivery thereof when duly executed and delivered in accordance with its terms by each of the other parties thereto, each such agreement will constitute a valid and binding agreement of, the Company andand the Guarantors, in the case of the Registration Rights Agreement, the Initial Guarantor, enforceable, in each case against the Company, and, in the case of the Registration Right Agreement, against the Initial Guarantor, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law. The DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and when duly executed and delivered in accordance with its terms by each of the other parties thereto, will constitute a valid and binding agreement of, the Company, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 3 contracts

Samples: Purchase Agreement (Fifth & Pacific Companies, Inc.), Purchase Agreement (Claiborne Liz Inc), Purchase Agreement (Claiborne Liz Inc)

The Registration Rights Agreement and DTC Agreement. Each of the The Registration Rights Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and will constitute a valid and binding agreement of, each of the Obligors that is a party thereto, enforceable against each of the Obligors in accordance with its terms, except as (i) the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles and (ii) rights to indemnification and contribution thereunder may be limited by applicable law and public policy considerations. The DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, assuming the due authorization, execution and delivery thereof by the other parties thereto, each such agreement will constitute a valid and binding agreement of, the Company andIssuers, in the case of the Registration Rights Agreement, the Initial Guarantor, enforceable, in each case enforceable against the Company, and, in the case of the Registration Right Agreement, against the Initial Guarantor, Issuers in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable lawprinciples.

Appears in 2 contracts

Samples: Purchase Agreement (Tetra Technologies Inc), Purchase Agreement (Compressco Partners, L.P.)

The Registration Rights Agreement and DTC Agreement. Each of the The Registration Rights Agreement and the DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, by the Company and the Guarantors and (assuming the due authorization, execution and delivery thereof by the other parties thereto, each such agreement ) will constitute a valid and binding agreement of, of the Company andand the Guarantors, in the case of the Registration Rights Agreement, the Initial Guarantor, enforceable, in each case enforceable against the Company, and, in Company and the case of the Registration Right Agreement, against the Initial Guarantor, Guarantors in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law. The DTC Agreement has been duly authorized, executed and delivered by the Company and the Guarantors and (assuming due execution and delivery by the other parties thereto) constitutes a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 2 contracts

Samples: Purchase Agreement (Oshkosh Corp), Purchase Agreement (Oshkosh Corp)

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The Registration Rights Agreement and DTC Agreement. Each of the The Registration Rights Agreement and the DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, assuming the due authorization, execution and delivery thereof by the other parties thereto, each such agreement will constitute a valid and binding agreement of, the Company and, in the case of the Registration Rights Agreement, the Initial Guarantor, enforceable, in each case against the Company, and, in the case of the Registration Right Agreement, against the Initial Guarantor, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) (collectively, the “Enforceability Exceptions”) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law. The DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and will constitute a valid and binding agreement of, the Company, enforceable in accordance with its terms, except as the enforcement thereof may be limited by the Enforceability Exceptions.

Appears in 1 contract

Samples: Purchase Agreement (SM Energy Co)

The Registration Rights Agreement and DTC Agreement. Each of the The Registration Rights Agreement and the DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and, assuming the due authorization, execution and delivery thereof by the other parties thereto, each such agreement will constitute a valid and binding agreement of, the Company andand the Guarantors, in the case enforceable against each of the Registration Rights Agreement, the Initial Guarantor, enforceable, in each case against the Company, and, in the case of the Registration Right Agreement, against the Initial Guarantor, them in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law. The DTC Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and will constitute a valid and binding agreement of, the Company, enforceable against it in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 1 contract

Samples: Purchase Agreement (Parker Drilling Co /De/)

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