Common use of Underwritten Registration or Underwritten Offering Clause in Contracts

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 33 contracts

Samples: Registration Rights Agreement (APX Group Holdings, Inc.), Registration Rights Agreement (APX Group Holdings, Inc.), Registration Rights Agreement (Aramark Corp)

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Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Issuers are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 20 contracts

Samples: Registration Rights Agreement (Yankee Holding Corp.), Registration Rights Agreement (Dell Technologies Inc), Registration Rights Agreement (Great Lakes Dredge & Dock CORP)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Issuer are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 14 contracts

Samples: Registration Rights Agreement (Del Monte Foods Co), Registration Rights Agreement (LVB Acquisition, Inc.), Registration Rights Agreement (BWAY Holding CO)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company are Issuer is sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 11 contracts

Samples: Registration Rights Agreement (S.D. Shepherd Systems, Inc.), Registration Rights Agreement (Michaels Stores Inc), Registration Rights Agreement (West Corp)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company an Issuer are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 6 contracts

Samples: Registration Rights Agreement (Intelsat LTD), Registration Rights Agreement (Intelsat LTD), Registration Rights Agreement (Intelsat LTD)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Issuers are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, the “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 6 contracts

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

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Issuers are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 4 contracts

Samples: Registration Rights Agreement (Graham Packaging PX, LLC), Registration Rights Agreement (Associated Materials, LLC), Registration Rights Agreement (Graham Packaging PX, LLC)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Registrable Notes are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 4 contracts

Samples: Registration Rights Agreement (Us Lec Corp), Registration Rights Agreement (Intcomex Holdings, LLC), Registration Rights Agreement (Listerhill Total Maintenance Center LLC)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Issuer are sold to an underwriter one or more underwriters for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 3 contracts

Samples: Registration Rights Agreement (Hilton Worldwide Holdings Inc.), Registration Rights Agreement (Hilton Worldwide Holdings Inc.), Registration Rights Agreement (Hilton Worldwide Holdings Inc.)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company Issuers are sold to an underwriter one or more underwriters for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 3 contracts

Samples: Registration Rights Agreement (Hilton Worldwide Holdings Inc.), Registration Rights Agreement (Hilton Grand Vacations Management, LLC), Registration Rights Agreement (Hilton Worldwide Holdings Inc.)

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Underwritten Registration or Underwritten Offering. A registration in which securities of the Company are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, "Regulatory Requirements") shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 3 contracts

Samples: Registration Rights Agreement (Gci Inc), Registration Rights Agreement (Gci Inc), Registration Rights Agreement (Huntsman Advanced Materials (UK) LTD)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company are is sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 3 contracts

Samples: Registration Rights Agreement (LEM America, Inc), Registration Rights Agreement (Inflow LLC), Registration Rights Agreement (Warner Alliance Music Inc)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company and the Guarantors are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 2 contracts

Samples: Registration Rights Agreement (Swift Transportation Co), Registration Rights Agreement (Swift Transportation Co)

Underwritten Registration or Underwritten Offering. A registration in which securities of the Company are sold to an underwriter one or more underwriters for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 2 contracts

Samples: Registration Rights Agreement (Advance Auto Parts Inc), Registration Rights Agreement (LKQ Corp)

Underwritten Registration or Underwritten Offering. A registration in which securities of one or more of the Company Issuers are sold to an underwriter for reoffering to the public. Except as otherwise specifically provided, all references in this Agreement to acts, laws, statutes, rules, regulations, releases, forms, no-action letters and other regulatory requirements (collectively, “Regulatory Requirements”) shall be deemed to refer also to any amendments thereto and all subsequent Regulatory Requirements adopted as a replacement thereto having substantially the same effect therewith; provided that Rule 144 shall not be deemed to amend or replace Rule 144A.

Appears in 1 contract

Samples: Registration Rights Agreement (Norampac Inc)

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