Common use of Registration Under the Securities Act Clause in Contracts

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and the Guarantors shall use their reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers, pursuant to Section 4(b) hereof. The Company and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective date. The Company and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 5 contracts

Samples: Registration Rights Agreement (Freeport-McMoran Inc), Registration Rights Agreement (Freeport-McMoran Inc), Registration Rights Agreement (Freeport-McMoran Inc)

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Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and the Guarantors shall use their reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Exchange Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers, pursuant to Section 4(b) hereof. The Company and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective date. The Company and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 4 contracts

Samples: Registration Rights Agreement (Freeport McMoran Copper & Gold Inc), Registration Rights Agreement (Freeport McMoran Copper & Gold Inc), Registration Rights Agreement (Freeport McMoran Copper & Gold Inc)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company Issuers and the Guarantors shall use their commercially reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers, or such shorter period as will terminate when all the Registrable Securities covered by such Registration Statement have been sold pursuant to Section 4(b) hereofthereto. The Company Issuers and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their commercially reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective date. The Company Issuers and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal transmittal, if applicable, and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 4 contracts

Samples: Registration Rights Agreement (CDW Corp), Registration Rights Agreement (CDW Corp), Registration Rights Agreement (CDW Corp)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and the Guarantors shall use their reasonable best efforts to (xi) cause to be filed with the SEC an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Exchange Securities, provided that the Company and the Guarantors shall not be obligated (ii) use their commercially reasonable efforts to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have such Registration Statement to become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers, pursuant to Section 4(b(iii) hereof. The Company and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and (iv) use their commercially reasonable best efforts to complete the Exchange Offer not later than 60 270 days after the Issue Date. The Company and the Guarantors shall cause the Exchange Offer Registration Statement to be effective continuously and shall keep the Exchange Offer open for a period of not less than the minimum period required under applicable federal and state securities laws to consummate the Exchange Offer; provided, however, that in no event shall such effective dateperiod be less than 20 Business Days after the date notice of the Exchange Offer is mailed to the Holders. The Company and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 4 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Endo Pharmaceuticals Holdings Inc), Registration Rights Agreement (Endo Pharmaceuticals Holdings Inc)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and the Guarantors shall use their commercially reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Exchange Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements agreement related to the Other Securities), and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers. Unless not permitted by applicable law or SEC policy, pursuant to Section 4(b) hereof. The the Company and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their commercially reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective date. The After the Exchange Offer Registration Statement has become effective, the Company and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 2 contracts

Samples: Registration Rights Agreement (NCR Corp), Registration Rights Agreement (NCR Corp)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, (x) the Company and the any Guarantors shall use their commercially reasonable best efforts to (x) cause to be filed file with the SEC an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as cause such term is defined in the applicable registration rights agreements related Registration Statement to the Other Securities), become effective and (y) have to facilitate the use of such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers, pursuant the Company and any Guarantors shall use their commercially reasonable efforts to Section 4(bcause such Registration Statement to remain effective until the earlier of (i) hereof180 days after such Registration Statement becomes effective and (ii) the date on which a Participating Broker-Dealer is not required to deliver the Prospectus in connection with resales of Exchange Securities. The Company and the any Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their commercially reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective dateby the Target Registration Date. The Company and the any Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 2 contracts

Samples: Registration Rights Agreement (Starwood Property Trust, Inc.), Registration Rights Agreement (Starwood Property Trust, Inc.)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and Issuer and, if applicable, the Guarantors shall use their reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Exchange Securities, provided that the Company Issuer and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements agreement related to the Other Securities), and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers. Unless not permitted by applicable law or SEC policy, pursuant to Section 4(b) hereof. The Company and the Issuer and, if applicable, the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective date. The Company and After the Exchange Offer Registration Statement has become effective, the Issuer and, if applicable, the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 2 contracts

Samples: Registration Rights Agreement (Centene Corp), Registration Rights Agreement (Centene Corp)

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Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and the Guarantors shall use their its reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have such Registration Statement become and remain effective until for a period ending on the earlier of (A) 180 days after the last Exchange Date for use by one or more and (B) the date on which any Participating Broker-DealersDealer is no longer required to deliver a prospectus in connection with market-making or other trading activities; provided that the Company may, pursuant to in accordance with Section 4(b3(d) hereof, determine that the Exchange Offer Registration Statement is not usable under certain circumstances relating to corporate developments, public filings with the SEC and similar events, and suspend the use of the Prospectus that is part of the Exchange Offer Registration Statement. The Company and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their reasonable best efforts to complete the Exchange Offer not later than 60 days after such effective date. The Company and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 1 contract

Samples: Registration Rights Agreement (ARD Finance S.A.)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company Issuer and the Guarantors shall use their commercially reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Exchange Securities and to cause such Registration Rights SecuritiesStatement to be filed by the later of (a) the day on which the Parent files its Form 20-F with the SEC for the fiscal year ended December 31, 2014 and (b) April 30, 2015, provided that the Company Issuer and the Guarantors shall not be obligated to cause to be filed separate an Exchange Offer Registration Statements Statement covering an offer to the Holders to exchange all the Registrable Securities and the Other for Exchange Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related prior to the Other Securities)day on which the Parent files its Form 20-F with the SEC for the fiscal year ended December 31, and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Dealers, pursuant to Section 4(b) hereof2014. The Company Issuer and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their commercially reasonable best efforts to complete the Exchange Offer not later than 60 120 days after such effective dateApril 30, 2015. The Company Issuer and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 1 contract

Samples: Registration Rights Agreement (Grifols SA)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company Operating Partnership and the Guarantors shall use their commercially reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the Registrable Securities for Registration Rights Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have such Registration Statement become and remain effective until 180 days after the last Exchange Date for use by one or more Participating Broker-Broker- Dealers, pursuant to Section 4(b) hereof. The Company Operating Partnership and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their commercially reasonable best efforts to complete the Exchange Offer not later than 60 90 days after such effective date. The Company Operating Partnership and the Guarantors shall commence the Exchange Offer by mailing or making available the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:: (i) that the Exchange Offer is being made pursuant to this Agreement and that all Registrable Securities validly tendered and not properly withdrawn will be accepted for exchange; (ii) the dates of acceptance for exchange (which shall be a period of at least 20 Business Days from the date such notice is mailed) (the “Exchange Dates”); (iii) that any Registrable Security not tendered will remain outstanding and continue to accrue interest but will not retain any rights under this Agreement, except as otherwise specified herein;

Appears in 1 contract

Samples: 8 Registration Rights Agreement (Spirit Realty Capital, Inc.)

Registration Under the Securities Act. (a) To the extent not prohibited by any applicable law or applicable interpretations of the Staff, the Company and the Guarantors shall Guarantor shall, from and after the Effective Time, use their commercially reasonable best efforts to (x) cause to be filed an Exchange Offer Registration Statement covering an offer to the Holders to exchange all the outstanding Registrable Securities for Registration Rights Securities, provided that the Company and the Guarantors shall not be obligated to cause to be filed separate Exchange Offer Registration Statements covering the Registrable Securities and the Other Securities that are registrable securities (as such term is defined in the applicable registration rights agreements related to the Other Securities), and (y) have cause such Registration Statement to become and effective by the Target Registration Date and, if requested by one or more Participating Broker-Dealers, remain effective until 180 days after the last Exchange Date for use by one or more such Participating Broker-Dealers, pursuant to Section 4(b) hereof. The Company and the Guarantors Guarantor shall commence the Exchange Offer for each series of Notes promptly after the Exchange Offer Registration Statement is declared effective by the SEC and use their commercially reasonable best efforts to complete the Exchange Offer for such series not later than 60 days after such effective date. The After the Exchange Offer Registration Statement has become effective, the Company and the Guarantors Guarantor shall commence the Exchange Offer for each series by mailing and/or electronically delivering, or making available by causing the mailing and/or electronic delivery of, the related Prospectus, appropriate letters of transmittal and other accompanying documents, if any, documents to each Holder stating, in addition to such other disclosures as are required by applicable law, substantially the following:

Appears in 1 contract

Samples: Registration Rights Agreement (Bristol Myers Squibb Co)

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