Common use of Exchange Offer Registration Clause in Contracts

Exchange Offer Registration. To the extent not prohibited by any change in law or applicable interpretations thereof by the staff of the SEC, the Company shall (A) file with the SEC on or prior to the 120th day after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day after the Closing Time, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than 45 days after the effective date of the Exchange Offer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder eligible and electing to exchange Registrable Securities for Exchange Securities (provided that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any Person to participate in the Exchange Offer for the purpose of distributing such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act or under the securities or blue sky laws of the states of the United States other than requiring transfers in multiples of $1,000. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company shall (A) use reasonable best efforts to file with the SEC on or prior to the 120th day within 90 calendar days after the Closing Time Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 180 calendar days after the Closing TimeDate, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than 45 within 210 calendar days after the effective date of Closing Date. The Exchange Securities will be issued under the Exchange Offer Registration StatementIndenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Securities Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Securities Act or and without material restrictions under the securities or blue sky laws of a substantial proportion of the several states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To The Company and the extent not prohibited by any change in law or applicable interpretations thereof by the staff of the SEC, the Company Guarantor shall (A) file with the SEC on or prior to the 120th day after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable their best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day after the Closing Time, (C) use its reasonable their best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable their best efforts to consummate the Exchange Offer no later than 45 days after the effective date of the Exchange Offer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company and the Guarantor shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate of the Company or the Guarantor within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's ’s business and has no arrangements or understandings with any Person to participate in the Exchange Offer for the purpose of distributing such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act or under the securities or blue sky laws of the states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company and the Guarantor shall:

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company shall (A) use commercially reasonable efforts to file with the SEC on or prior to the 120th day within 90 calendar days after the Closing Time Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its commercially reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 150 calendar days after the Closing TimeDate, (C) use its commercially reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its commercially reasonable best efforts to consummate the Exchange Offer no later than 45 within 200 calendar days after the effective date of Closing Date. The Exchange Securities will be issued under the Exchange Offer Registration StatementIndenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f))) eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Securities Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Securities Act or and without material restrictions under the securities or blue sky laws of a substantial proportion of the several states of the United States other than requiring transfers in multiples of $1,000. In connection with the Exchange Offer, the Company shall:States.

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company and the Subsidiary Guarantors shall (Ai) file with the SEC on or prior to the 120th day within 45 days after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company and the Subsidiary Guarantors to the Holders to exchange all of the Registrable Securities Notes for a like aggregate principal amount of Exchange SecuritiesNotes, (Bii) use its reasonable their best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 120 days after the Closing Timedate hereof, (Ciii) use its reasonable their best efforts to cause such Exchange Offer Registration Statement to remain effective until the closing of the Exchange Offer and (Div) will use its reasonable their best efforts to consummate the Exchange Offer no later than 45 within 150 days after following the effective date of hereof. The Exchange Notes will be issued under the Exchange Offer Registration StatementIndenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company and the Subsidiary Guarantors shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities Notes for Exchange Securities Notes (provided assuming that such Holder (i) is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, (ii) acquires the Exchange Securities Notes in the ordinary course of such Holder's business and (iii) has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange SecuritiesNotes) to trade such Exchange Securities Notes from and after their receipt without any limitations or restrictions under the 1933 Act or and without material restrictions under the securities or blue sky laws of a reasonable number of the several states of the United States other than requiring transfers in multiples of $1,000States, such that a sufficient trading market for the Exchange Notes is available. In connection with the Exchange Offer, the Company and the Subsidiary Guarantors shall:

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company shall (A) file with the SEC on or prior to the 120th day within 135 calendar days after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities Notes for a like aggregate principal amount of Exchange SecuritiesNotes, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 180 calendar days after the Closing Time, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than within 45 calendar days after the effective date of the Exchange Offer Registration Statement. The Exchange Notes will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities Notes for Exchange Securities Notes (provided assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities Notes in the ordinary course of such Holder's business and has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange SecuritiesNotes) to trade such Exchange Securities Notes from and after their receipt without any limitations or restrictions under the 1933 Act or and without material restrictions under the securities or blue sky laws of a substantial proportion of the several states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company and the Guarantor shall (A) file with the SEC on or prior to the 120th day within 150 calendar days after the Closing Time Date, an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 210 calendar days after the Closing TimeDate, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than 45 within 240 calendar days after the effective date of Closing Date. The Exchange Securities will be issued under the Exchange Offer Registration StatementIndenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company and the Guarantor shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate Affiliate of the Company within or the meaning of Rule 405 under the 1933 ActGuarantor, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Securities Act or and without material restrictions under the securities or blue sky laws of a substantial proportion of the several states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company and the Guarantor shall:

Exchange Offer Registration. To The Company and the extent not prohibited by any change in law or applicable interpretations thereof by the staff of the SEC, the Company Guarantor shall (A) file with the SEC on or prior to the 120th day after the Initial Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable their best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day after the Initial Closing Time, (C) use its reasonable their best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable their best efforts to consummate the Exchange Offer no later than 45 days after the effective date of the Exchange Offer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company and the Guarantor shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate of the Company or the Guarantor within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's ’s business and has no arrangements or understandings with any Person to participate in the Exchange Offer for the purpose of distributing such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act or under the securities or blue sky laws of the states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company and the Guarantor shall:

Exchange Offer Registration. To the extent not prohibited by any change in law or applicable interpretations thereof by the staff The Company and each of the SEC, Guarantors agree to the following: (A) the Company shall (A) file with the SEC on or prior to the 120th 60th day after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities Notes for a an equivalent like aggregate principal amount of Exchange SecuritiesNotes, (B) use its commercially reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th 120th day after the Closing Timedate the Notes are first issued, (C) use its commercially reasonable best efforts to cause such Registration Statement to remain effective until for at least 20 Business Days (or longer, if required by applicable law or otherwise extended by the closing of the Exchange Offer Company, at its option) and (D) will use its commercially reasonable best efforts to consummate the Exchange Offer no later than 45 60 days after the effective date of the Exchange Offer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company and the Guarantors shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder eligible and electing to exchange Registrable Securities Notes for Exchange Securities Notes (provided assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Securities Act, acquires the Exchange Securities Notes in the ordinary course of such Holder's business and ’s business, has no arrangements or understandings with any Person to participate in the Exchange Offer for the purpose of distributing such Exchange SecuritiesNotes and is otherwise legally eligible to participate in the Exchange Offer) to trade such Exchange Securities Notes from and after their receipt without any limitations or restrictions under the 1933 Securities Act or under the securities or blue sky laws of the states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company shalland each of the Guarantors agree to:

Exchange Offer Registration. To The Issuer and the extent not prohibited by any change in law or applicable interpretations thereof by the staff of the SECCompany shall, and the Company shall cause the Subsidiary Guarantors to, (A) file with the SEC on or prior to the 120th day after within 120 days of the Closing Time an Exchange Offer Registration Statement covering the offer by the Company Issuer and the Guarantors to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its their reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th 235th day after the Closing Time, (C) use its their reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its their reasonable best efforts to consummate the Exchange Offer no later than 45 35 days after the effective date of the Exchange Offer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Issuer and the Company shall, and the Company shall cause the Subsidiary Guarantors to, promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate of any of the Company Issuer and any of the Guarantors within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any Person to participate in the Exchange Offer for the purpose of distributing such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act or under the securities or blue sky laws of the states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Issuer and the Company shall, and the Company shall cause the Subsidiary Guarantors to:

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company shall (A) file with the SEC on or prior to the 120th day within 135 calendar days after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities Debentures for a like aggregate principal amount of Exchange SecuritiesDebentures, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 180 calendar days after the Closing Time, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than within 45 calendar days after the effective date of the Exchange Offer Registration Statement. The Exchange Debentures will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f)) eligible and electing to exchange Registrable Securities Debentures for Exchange Securities Debentures (provided assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities Debentures in the ordinary course of such Holder's business and has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange SecuritiesDebentures) to trade such Exchange Securities Debentures from and after their receipt without any limitations or restrictions under the 1933 Act or and without material restrictions under the securities or blue sky laws of a substantial proportion of the several states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any change in applicable law or applicable interpretations thereof by interpretation of the staff of the SEC, the Company shall (A) file with the SEC on or prior to the 120th day within 90 calendar days after the Closing Time Date, an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th day within 180 calendar days after the Closing TimeDate, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than 45 within 210 calendar days after the effective date of Closing Date. The Exchange Securities will be issued under the Exchange Offer Registration StatementIndenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers) eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder is not an affiliate Affiliate of the Company within the meaning of Rule 405 under the 1933 ActCompany, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any Person person to participate in the Exchange Offer for the purpose of distributing such the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Securities Act or and without material restrictions under the securities or blue sky laws of a substantial proportion of the several states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any change in law or applicable interpretations thereof by the staff of the SEC, the The Company shall (A) file with the SEC on or prior to the 120th 90th day after the Closing Time an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for a like aggregate principal amount of Exchange Securities, (B) use its reasonable best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC no later than the 180th 150th day after the Closing Time, (C) use its reasonable best efforts to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) will use its reasonable best efforts to consummate the Exchange Offer no later than 45 30 days after the effective date of the Exchange Offer Registration Statement. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder eligible and electing to exchange Registrable Securities for Exchange Securities (provided assuming that such Holder (1) is not an affiliate of the Company within the meaning of Rule 405 under the 1933 ActAct or an Initial Purchaser holding Securities acquired by it and having the status of an unsold allotment in the initial offering and sale of Securities pursuant to the Purchase Agreement, (2) acquires the Exchange Securities in the ordinary course of such Holder's business business, (3) is not a broker-dealer holding Securities acquired directly from the Company for its own account and (4) has no arrangements or understandings with any Person to participate in the Exchange Offer for the purpose of distributing such Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act or under the securities or blue sky laws of the states of the United States other than requiring transfers in multiples of $1,000States. In connection with the Exchange Offer, the Company shall: