Common use of Exchange Offer Registration Statement Clause in Contracts

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 8 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement, Registration Rights Agreement (El Paso Energy Partners Deepwater LLC)

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Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Issuer and the Subsidiary Guarantors shall (xi) comply with all applicable provisions of Section 6(c) below), (yii) use their respective best all commercially reasonable efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Issuer or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (ziii) comply with all of the following provisions:

Appears in 7 contracts

Samples: Registration Rights Agreement (Vector Group LTD), Registration Rights Agreement (Vector Group LTD), Registration Rights Agreement (Vector Group LTD)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Company and the Subsidiary Guarantors Guarantor shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 3 contracts

Samples: Exchange Registration Rights Agreement (Musicland Stores Corp), Exchange Registration Rights Agreement (Musicland Group Inc /De), Registration Rights Agreement (Laralev Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Issuer and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) belowhereof, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Issuer or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 3 contracts

Samples: Registration Rights Agreement (Charles River Laboratories Inc), Execution Copy (Decrane Aircraft Holdings Inc), Registration Rights Agreement (Audio International Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors Guarantor shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best all commercially reasonable efforts to effect such exchange and to permit the resale of Series B Exchange Notes by Broker-Dealers that tendered in the Exchange Offer Series A Initial Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Initial Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 2 contracts

Samples: Registration Rights Agreement (Starz, LLC), Registration Rights Agreement (Starz, LLC)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Issuer and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Exchange Notes by any Broker-Dealers Dealer that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Issuer or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 2 contracts

Samples: Registration Rights Agreement (Mg Waldbaum Co), Registration Rights Agreement (Mg Waldbaum Co)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, ; (y) use their respective best all commercially reasonable efforts to effect such exchange and to permit the resale of Series B Notes by any Broker-Dealers Dealer that tendered Series A Notes in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, ; and (z) comply with all of the following provisions:

Appears in 2 contracts

Samples: Registration Rights Agreement (Worldspan L P), Registration Rights Agreement (Ws Financing Corp)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Company and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, thereof and (z) comply with all of the following provisions:

Appears in 2 contracts

Samples: Registration Rights Agreement (O Ray Holdings Inc), Registration Rights Agreement (O Ray Holdings Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) shall use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by each Broker-Dealers Dealer that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) shall comply with all of the following provisions:

Appears in 2 contracts

Samples: Registration Rights Agreement (Trump Communications LLC), Registration Rights Agreement (Trump Communications LLC)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Issuer and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) belowhereof, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Issuer or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Hercules Inc)

Exchange Offer Registration Statement. In connection with the Exchange ------------------------------------- Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer Broker- Dealers acquired for its their own account accounts as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (HCS Ii Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (xi) comply with all applicable provisions of Section 6(c) below), (yii) use their respective best commercially reasonable efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (ziii) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Interdent Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B New Senior Subordinated Notes by Broker-Dealers that tendered in the Exchange Offer Series A Senior Subordinated Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Senior Subordinated Notes acquired directly from the Issuers or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (National Crane Corp)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A A-1 Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A A-1 Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Isp Chemicals Inc /Ny/)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Company and the Subsidiary Guarantors Guarantor shall (x) comply with all applicable provisions of Section 6(c7(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Xm Satellite Radio Holdings Inc)

Exchange Offer Registration Statement. In connection with the ------------------------------------- Exchange Offer, the Issuers Company and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Exchange Notes by Broker-Dealers that tendered in the Exchange Offer Series A Restricted Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Restricted Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Harperprints Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use all of their respective best commercially reasonable efforts to effect such exchange and to permit the resale of Series B Exchange Notes by Broker-Dealers that validly tendered in the Exchange Offer Series A Initial Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Initial Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Hughes Communications, Inc.)

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Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B New Senior Notes by Broker-Dealers that tendered in the Exchange Offer Series A Senior Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Senior Notes acquired directly from the Issuers or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Acl Capital Corp)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best all commercially reasonable efforts to effect such exchange and to permit the resale of Series B Exchange Notes by Broker-Dealers that tendered in the Exchange Offer Series A Initial Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Initial Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Regency Energy Partners LP)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best commercially reasonable efforts to effect such exchange and to permit the resale of Series B Exchange Notes by Broker-Dealers that tendered in the Exchange Offer Series A Initial Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Initial Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (American Realty Capital Properties, Inc.)

Exchange Offer Registration Statement. In connection with the Exchange ------------------------------------- Offer, the Issuers Issuer and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) shall use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Issuer or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) shall comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Coso Power Developers)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Exchange Registration Rights Agreement (Isp Minerals LLC)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Company and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) and shall use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that any such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) shall comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Encore Industries Inc /Ga)

Exchange Offer Registration Statement. In connection with the ------------------------------------- Exchange Offer, the Issuers Company and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) belowhereof, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers or any of their Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Thermadyne Holdings Corp /De)

Exchange Offer Registration Statement. In connection with the Exchange Offer, the Issuers Company and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective best efforts to effect such exchange and to permit the resale of Series B New Senior Subordinated Notes by Broker-Dealers that tendered in the Exchange Offer Series A Senior Subordinated Notes that such Broker-Dealer acquired for its own account as a result of its market making activities or other trading activities (other than Series A Senior Subordinated Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (Instron Lawrence Corp)

Exchange Offer Registration Statement. In connection with the Exchange ------------------------------------- Offer, the Issuers Company and the Subsidiary Guarantors shall (x) comply with all applicable provisions of Section 6(c) below, (y) use their respective reasonable best efforts to effect such exchange and to permit the resale of Series B Notes by Broker-Dealers that tendered in the Exchange Offer Series A Notes that such Broker-Dealer acquired for its own account as a result of its market market-making activities or other trading activities (other than Series A Notes acquired directly from the Issuers Company or any of their its Affiliates) being sold in accordance with the intended method or methods of distribution thereof, and (z) comply with all of the following provisions:

Appears in 1 contract

Samples: Registration Rights Agreement (HWCC Shreveport Inc)

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