Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 23 contracts
Samples: Registration Rights Agreement (Icahn Enterprises L.P.), Registration Rights Agreement (Icahn Enterprises Holdings L.P.), Registration Rights Agreement (Icahn Enterprises Holdings L.P.)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 10 contracts
Samples: Registration Rights Agreement (ER Marks, Inc.), Registration Rights Agreement (ER Marks, Inc.), Registration Rights Agreement (Eagle Holdco 3 LLC)
Shelf Registration. If (i) the Company is not (A) required permitted to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i7(a) belowhereof have been complied with), (ii) for any reason, the Exchange Offer is not Consummated within 30 Business Days of the Exchange Offer Effectiveness Target Date, or (iiiii) any Holder of Transfer Restricted Entitled Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer in writing that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s written request, the Company shall:
Appears in 8 contracts
Samples: Registration Rights Agreement (Mercer International Inc.), Registration Rights Agreement (Mercer International Inc.), Registration Rights Agreement (Mercer International Inc.)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 7 contracts
Samples: Registration Rights Agreement (Superior Energy Services Inc), Registration Rights Agreement (Denton Telecom Holdings I, L.L.C.), Registration Rights Agreement (Metropcs California/Florida Inc)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or the policies, rules or regulations of the Commission or (ii) for any reason the Exchange Offer is not Consummated by the Consummation Deadline or (iii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by applicable law or the policies, rules or regulations of the Commission policy from participating in the Exchange Offer, ; or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder; or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 7 contracts
Samples: Exchange and Registration Rights Agreement (Tenet Healthcare Corp), Exchange and Registration Rights Agreement (Tenet Healthcare Corp), Exchange and Registration Rights Agreement (Tenet Healthcare Corp)
Shelf Registration. If (i) the Company is and the Co-Issuer are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) hereof have been complied with), or (ii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus (other than by reason of such Holder’s status as an affiliate of the Company or the Co-Issuer) and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company Company, the Co-Issuer or any one of its Affiliatestheir affiliates, then then, upon such Holder’s request prior to the Company 20th day following Consummation of the Exchange Offer, the Company, the Co-Issuer and the Guarantors shall:
Appears in 6 contracts
Samples: Registration Rights Agreement (Verso Paper Corp.), Registration Rights Agreement (Verso Paper Corp.), Registration Rights Agreement (Verso Paper Corp.)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer Offer, in either case, because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following business days of the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (Ciii) such if any Holder of Transfer Restricted Securities is a Broker-Dealer and holds Offered Securities Senior Notes acquired directly from the Company or any an affiliate of its Affiliatesthe Company and shall so notify the Company, then the Company shall:
Appears in 5 contracts
Samples: Note Registration Rights Agreement (Adelphia Communications Corp), Note Registration Rights Agreement (Adelphia Communications Corp), Note Registration Rights Agreement (Adelphia Communications Corp)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) below have been complied with), or (ii) any Holder of Transfer Restricted Securities notifies the Company in writing prior to 20 Business Days the 20th day following Consummation the consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 4 contracts
Samples: Registration Rights Agreement (Geo Group Inc), Registration Rights Agreement (Geo Group Inc), Registration Rights Agreement (Geo Group Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 4 contracts
Samples: Registration Rights Agreement (Prestige Brands Holdings, Inc.), Registration Rights Agreement (Prestige Brands Holdings, Inc.), Registration Rights Agreement (Oxford Industries Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or ), (ii) the Exchange Offer is not Consummated on or prior to the Consummation Deadline or (iii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors, subject to the Suspension Rights set forth in Section 6(c)(i) below, shall:
Appears in 4 contracts
Samples: Registration Rights Agreement (Lifepoint Health, Inc.), Registration Rights Agreement (Lifepoint Hospitals, Inc.), Registration Rights Agreement (Lifepoint Hospitals, Inc.)
Shelf Registration. If (i) the Company is and the Subsidiary Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to cannot Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable U.S. law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that such Holder (A) such Holder was is prohibited by applicable U.S. law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company and the Subsidiary Guarantors shall:
Appears in 4 contracts
Samples: Exchange and Registration Rights Agreement (Psychiatric Solutions Inc), Exchange and Registration Rights Agreement (Psychiatric Solutions Inc), Exchange and Registration Rights Agreement (Texas San Macros Treatment Center Lp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules policy or policy (B) an Exchange Offer is not permitted with respect to Initial Notes that are Additional Dividend Notes (in each case after the Company has Issuers have complied with the procedures set forth in Section 6(a)(i) below) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to Issuers within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the applicable Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the applicable Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company Issuers or any of its their Affiliates, then the Company Issuers shall:
Appears in 4 contracts
Samples: Registration Rights Agreement (Equistar Funding Corp), Registration Rights Agreement (Equistar Chemicals Lp), Registration Rights Agreement (Equistar Chemicals Lp)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors, subject to the Suspension Rights set forth in Section 6(c)(i) below, shall:
Appears in 3 contracts
Samples: Registration Rights Agreement (Post Holdings, Inc.), Registration Rights Agreement (Post Holdings, Inc.), Registration Rights Agreement (Post Holdings, Inc.)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable changes in law or applicable interpretations thereof by the staff of the Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 255 days after the Initial Placement or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company Issuers or any one of its Affiliatesaffiliates then, then upon such Holder’s or the Company Initial Purchaser’s request, the Issuers shall:
Appears in 3 contracts
Samples: Registration Rights Agreement (WESTMORELAND COAL Co), Registration Rights Agreement (Westmoreland Energy LLC), Registration Rights Agreement (WESTMORELAND COAL Co)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors, shall:
Appears in 3 contracts
Samples: Registration Rights Agreement (Coeur Mining, Inc.), Registration Rights Agreement (Coeur Mining, Inc.), Registration Rights Agreement (Coeur D Alene Mines Corp)
Shelf Registration. If any of the Initial Notes are not Freely Tradeable by the 180th day after the Closing Date and either (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) not permitted to Consummate the Registered Exchange Offer because the Registered Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies the Company in writing prior to 20 the 20th Business Days Day following the Consummation of the Registered Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Registered Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Registered Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any of its AffiliatesHolder, then the Company shalland the Guarantors shall use their reasonable best efforts to:
Appears in 3 contracts
Samples: Registration Rights Agreement (CGG Holding B.V.), Registration Rights Agreement (CGGVeritas Services (UK) Holding B.V.), Registration Rights Agreement (CGGVeritas Services Holding B.V.)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Date, or (iii) with respect to any Holder of Transfer Restricted Securities such Holder notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A1) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B2) such Holder notifies the Company within 30 days of the consummation of the Exchange Offer that such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C3) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 3 contracts
Samples: Registration Rights Agreement (Oshkosh Corp), Registration Rights Agreement (Oshkosh Corp), Registration Rights Agreement (Oshkosh Corp)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated on or before the Exchange Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 3 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (Chetwynd Pulp Land Co Ltd.), Registration Rights Agreement (Chetwynd Pulp Land Co Ltd.)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to and the Guarantors within 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors, shall:
Appears in 3 contracts
Samples: Registration Rights Agreement (Global Geophysical Services Inc), Registration Rights Agreement (Milagro Oil & Gas, Inc.), Registration Rights Agreement (Global Geophysical Services Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following of the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliates, then the Company and the Guarantors shall:
Appears in 3 contracts
Samples: Exchange and Registration Rights Agreement (Tesoro Corp /New/), Exchange and Registration Rights Agreement (Tesoro Corp /New/), Exchange and Registration Rights Agreement (Tesoro Corp /New/)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required permitted to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowhereof have been complied with), (ii) the Exchange Offer is not Consummated by the Exchange Deadline or (iiiii) any Holder of Transfer Restricted Registrable Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that that: (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any an Affiliate of its Affiliatesthe Company, then the Company and the Guarantors shall:
Appears in 3 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Registration Rights Agreement (MARRIOTT VACATIONS WORLDWIDE Corp)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below(i) or have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Consummation Deadline, or (iii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliates, then then, the Company shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Equifax Inc), Registration Rights Agreement (Certegy Inc)
Shelf Registration. If (i) the Company is and the Co-Issuer are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) hereof have been complied with), or (ii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus (other than by reason of such Holder’s status as an affiliate of the Company or the Co-Issuer) and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company Company, the Co-Issuer or any one of its Affiliatestheir affiliates, then then, upon such Holder’s request prior to the Company 20th day following consummation of the Exchange Offer, the Company, the Co-Issuer and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Verso Sartell LLC), Registration Rights Agreement (Verso Sartell LLC)
Shelf Registration. If (i) the Company is and the Guarantor(s) are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantor(s) have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies in writing the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantor(s) shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Ubiquitel Inc), Registration Rights Agreement (Ubiquitel Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or below have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 150 days after the Closing Date, (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then or (iv) an Initial Purchaser requests, then, upon such Holder’s or Initial Purchaser’s request, the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Speedway Motorsports Inc), Registration Rights Agreement (Speedway TBA, Inc.)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 30 Business Days after the effective date of the Exchange Offer Registration Statement, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Fti Consulting Inc), Registration Rights Agreement (Fti Consulting Inc)
Shelf Registration. If (i) the Company is Issuers are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer for the Initial Securities because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Deadline, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company Issuers or any one of its Affiliatestheir affiliates, then then, upon such Holder's request, the Company Issuers shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Midstates Petroleum Co LLC), Registration Rights Agreement (Midstates Petroleum Co LLC)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Haights Cross Communications Inc), Registration Rights Agreement (Haights Cross Communications Inc)
Shelf Registration. If (i) the Company is and the Guarantor are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantor have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantor shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Innophos Investment Holdings, Inc.), Registration Rights Agreement (Innophos, Inc.)
Shelf Registration. If (i) the Company is Issuers and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has Issuers and the Guarantors have complied with the procedures set forth in Section 6(a)(i6(a) below) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days Issuers within the 20th day following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company Issuers or any of its Affiliates, then the Company Issuers and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Worldspan L P), Registration Rights Agreement (Ws Financing Corp)
Shelf Registration. If (i) the Company is and any Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies the Company on or prior to 20 Business Days the 20th business day following the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities the Series A Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company shalland any Guarantors shall use their best efforts to:
Appears in 2 contracts
Samples: Registration Rights Agreement (Winston Furniture Co of Alabama Inc), Registration Rights Agreement (Winsloew Furniture Inc)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement is not required to be filed or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i6(a)(iii)(A) belowhereof) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to and the Guarantors within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any Affiliate of its Affiliatesthe Company, then the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (BMCT Equipment Company, L.L.C.), Registration Rights Agreement (Alexandria Indemnity CORP)
Shelf Registration. If (i) the Company is not (A) required permitted to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company on or prior to 20 the 20th Business Days Day following Consummation the consummation of the Exchange Offer that (A) such Holder was is prohibited by a change in applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes to be acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any an affiliate of its Affiliatesthe Company, then the Company shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Hard Rock Hotel Inc), Registration Rights Agreement (Hard Rock Hotel Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an ------------------ Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following days of the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Senior Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company and the Subsidiary Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Wilsons the Leather Experts Inc), Registration Rights Agreement (Wilsons the Leather Experts Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) below have been complied with), or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company on or prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange New Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered owns Securities acquired directly from the Company or any an Affiliate of its Affiliatesthe Company, then then, the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Owens-Illinois Healthcare Packaging Inc.), Registration Rights Agreement (Owens Illinois Group Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of the Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors, shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Park Ohio Holdings Corp), Registration Rights Agreement (Park Ohio Industries Inc/Oh)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Permanent Notes acquired directly from the Company or any of its AffiliatesAffiliate thereof, then the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Hillman Companies Inc), Purchase Agreement (Hillman Companies Inc)
Shelf Registration. If (i) the Company is Issuers are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer for the Initial Securities because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Deadline, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company Issuers or any one of its Affiliatestheir affiliates, then then, upon such Holder’s request, the Company Issuers shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Midstates Petroleum Company, Inc.), Registration Rights Agreement (Midstates Petroleum Company, Inc.)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20th day following the date of the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Alltrista Corp), Registration Rights Agreement (Central Garden & Pet Company)
Shelf Registration. If (i) the Company Holdings is not (A) required to file the an Exchange Offer Registration Statement with respect to the Series B Senior Preferred Stock or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or Commission policy or (ii) if any Holder of Transfer Restricted Securities notifies the Company prior to 20 shall notify Holdings within 10 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Series B Senior Preferred Stock acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Series A Senior Preferred Stock acquired directly from the Company Holdings or any one of its Affiliatesaffiliates, then the Company Holdings shall:
Appears in 2 contracts
Samples: Registration Rights Agreement (Cottontops Inc), Registration Rights Agreement (Anvil Holdings Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required permitted to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowhereof have been complied with), (ii) the Exchange Offer is not Consummated by the Exchange Date or (iiiii) any Holder of Transfer Restricted Registrable Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that that: (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any an Affiliate of its Affiliatesthe Company, then the Company shalland the Guarantors will:
Appears in 2 contracts
Samples: Registration Rights Agreement (Infor, Inc.), Registration Rights Agreement (Infor, Inc.)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) with respect to any Holder of Transfer Restricted Securities Securities, such Holder notifies the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Block Communications Inc)
Shelf Registration. If (i) the Company is and the Note Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by under applicable law or Commission regulationspolicy, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) for any reason the Exchange Offer is not Consummated within 30 Business Days after the date on which notice of the Exchange Offer is required to be mailed to the Holders, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus (other than by reason of such Holder’s status as an Affiliate of the Company) and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliates, then then, upon the request of any Holder, the Company and the Note Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (PAETEC Holding Corp.)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company in writing prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) if any Holder of Transfer Series A/E Restricted Securities notifies shall notify the Company prior to 20 the 5/th/ Business Days Day following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Series A/E Restricted Securities acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Ziff Davis Intermediate Holdings Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Joinder Parties shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Clearwater Paper Corp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer for the Initial Notes because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i5(a) below) or below have been complied with), (ii) for any reason the Exchange Offer for the Initial Notes is not Consummated within the time period required by Section 3(a) above, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that Notes (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request (any such Holder, a “Shelf Holder”), the Company shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is not (Aa) required to file or submit the Exchange Offer Registration Statement or (Bb) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation of the Exchange Offer Deadline that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Elizabeth Arden Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer Offer, in either case, because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following business days of the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (Ciii) such if any Holder of Transfer Restricted Securities is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any an affiliate of its Affiliatesthe Company and shall so notify the Company, then the Company shall:
Appears in 1 contract
Samples: Exchangeable Preferred Stock Registration Rights Agreement (Adelphia Communications Corp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies (the “Holder Notice”) the Company prior to within 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Rural Cellular Corp)
Shelf Registration. If (i) the Company is not (A) required to file ------------------ the Exchange Offer Registration Statement with respect to the Senior Notes or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Senior Notes acquired directly from the Company or any an affiliate of its Affiliatesthe Company, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Concentric Network Corp)
Shelf Registration. If (i) the Company is Companies and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to cannot Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable U.S. law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company Companies prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that such Holder (A) such Holder was is prohibited by applicable U.S. law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company Companies or any one of its Affiliatesaffiliates, then the Company Companies and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 310 days after the Closing Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) not permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies the Company on or prior to 20 Business Days the 20th business day following the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating par- ticipating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies the Company in writing prior to 20 Business Days the 20th day following Consummation the consummation of the Exchange Offer that (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that (A) that such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder resales, or (C) that such Holder holder is a Broker-Dealer and holds Offered Securities owns Initial Notes acquired directly from the Company or any an Affiliate of its Affiliatesthe Company, then the Company shalland the Guarantors shall use their respective commercially reasonable efforts to:
Appears in 1 contract
Samples: Registration Rights Agreement (Frontier Oil Corp /New/)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowhereof have been complied with) or (ii) any Holder holder of Transfer Restricted Entitled Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation the consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation of the Exchange Offer Deadline that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer (other than due solely to the status of such Holder as an Affiliate of the Company) or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities owns Senior Subordinated Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Exchange Registration Rights Agreement (Albecca Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or below have been complied with), (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20th day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Precision Castparts Corp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) belowhereof and, if applicable, this Section 4(a) hereof) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation Deadline (and the Company does not reasonably object based on advice of the Exchange Offer counsel with respect to applicable law) that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities New Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Key Energy Services Inc)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by ------------------ applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the New Preferred Stock or New Exchange Securities Debentures, as the case may be, acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Preferred Stock or, if issued in exchange therefor, Exchange Debentures acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Crown Castle International Corp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Haights Cross Communications Inc)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement is not required to be filed or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a)(iii)(A) belowhereof) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any Affiliate of its Affiliatesthe Company, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Rural Cellular Corp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) below) or (B) for any other reason the Exchange Offer is not Consummated within 180 days after the Closing Date or (ii) if any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20th business day following the Consummation of the Exchange Offer Deadline that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall as promptly as practicable deliver to the Holders and the Trustee written notice thereof (the "Shelf Notice"), and the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Steel Heddle International Inc)
Shelf Registration. If (i) the Company is Issuers are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company Issuers, the Operating Partnership or the General Partner prior to 20 Business Days following Consummation the Completion of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Series D Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Series C Notes acquired directly from the Company Issuers or any one of its Affiliatestheir affiliates, then the Company Issuers and the General Partner shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is Companies are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) below have been complied with), or (ii) any Holder of Transfer Restricted Securities notifies shall have notified the Company Companies in writing prior to 20 Business Days the 20th day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its AffiliatesCompanies then, then upon such Holder’s request, the Company Companies shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is Issuers are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company Issuers, the Operating Partnership or the General Partner prior to 20 Business Days following Consummation the Completion of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company Issuers or any one of its Affiliatestheir affiliates, then the Company Issuers and the General Partner shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Amerigas Eagle Finance Corp)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by ------------------ applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the New Preferred Stock or the New Exchange Securities Notes, as the case may be, acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Transfer Restricted Securities acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Global Crossing Holdings LTD)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Clearwater Paper Corp)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 310 days after the Closing Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company Company, the Parent and the Subsidiary Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that such Holder (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Blount International Inc)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer (but not prior to the filing of the Exchange Offer Registration Statement) that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its Affiliates, then the Company shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) ------------------ required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) below have been complied with), or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following business days of the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Clean Towel Service Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowhereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Consummation Target Date, or (iiiii) any Holder of Transfer Restricted Securities (other than an Initial Purchaser) notifies the Company prior to 20 within ten Business Days following Consummation the consummation of the Exchange Offer that that, based upon the written advice of counsel, (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any of its AffiliatesHolder, then the Company shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the 300th day after the Closing Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates then, then upon such Holder’s request, the Company and, upon execution and delivery of the Joinder Agreement, the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Comstock Resources Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or below have been complied with), (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20th day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holders request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Precision Castparts Corp)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) not permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of COMPAGNIE GENERALE DE GEOPHYSIQUE 71/2% SENIOR NOTES DUE 2015 REGISTRATION RIGHTS AGREEMENT Transfer Restricted Securities notifies the Company in writing prior to 20 the 20th Business Days Day following the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any of its AffiliatesHolder, then the Company shalland the Guarantors shall use their reasonable best efforts to:
Appears in 1 contract
Samples: Registration Rights Agreement (General Geophysics Co)
Shelf Registration. If (i) (A) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) the Company is not permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i) below) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that such Holder (A) such Holder was is prohibited by law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any Affiliates of its Affiliatesthe Company, then the Company shall:
Appears in 1 contract
Shelf Registration. If (i) the Company Issuer is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company Issuer has complied with the procedures set forth in Section 6(a)(i) below) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to Issuer within 20 Business Days business days following the Consummation of the Exchange Offer that (A) such Holder was prohibited by law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company Issuer or any of its their Affiliates, then the Company Issuer shall:
Appears in 1 contract
Samples: Exchange Registration Rights Agreement (International Specialty Products Inc /New/)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required permitted to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowhereof have been complied with), (ii) the Exchange Offer is not Consummated by the Exchange Date or (iiiii) any Holder of Transfer Restricted Registrable Securities notifies the Company prior to 20 the 20th Business Days Day following Consummation of the Exchange Offer that that: (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any an affiliate of its Affiliatesthe Company, then the Company shalland the Guarantors will:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to and the Guarantors within 20 Business Days following of the Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Key Energy Services Inc)
Shelf Registration. If (i) the Company is Companies and the Guarantors are not (A) ------------------ required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) below have been complied with), or (ii) any Holder of Transfer Restricted Securities notifies shall have notified the Company Companies in writing prior to 20 Business Days the 20th day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any of its AffiliatesCompanies then, then upon such Holder's request, the Company Companies and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (American Seafoods Inc)
Shelf Registration. If (a) If: (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or Statement, (Bii) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i5(a)(i) below) hereof), or (iiiii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 the 20th Business Days Day following the Consummation of the Exchange Offer that (Ax) such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, (By) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (Cz) such Holder is a Broker-Dealer and holds Offered Securities acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Interactive Voice Media (Sacramento) Corp.)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) below have been complied with), or (ii) with respect to any Holder of Transfer Restricted Securities such Holder notifies the Company prior to 20 Business Days the 20th day following Consummation consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is Company, the Subsidiary Guarantors and the Parent Guarantor are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to cannot Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable U.S. law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that such Holder (A) such Holder was is prohibited by applicable U.S. law or Commission policy from participating in the Exchange Offer, (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company Company, the Subsidiary Guarantors and the Parent Guarantor shall:
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Medvest Holdings Corp)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) belowhereof) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th business day following the Consummation of the Exchange Offer that (Ax) such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, Offer or (By) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (Cz) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Vought Aircraft Industries Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or below have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 150 days after the date of issuance of the Notes, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (California Steel Industries Inc)
Shelf Registration. If (i) the Company is not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 30 Business Days after the effective date of the Exchange Offer Registration Statement, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder’s request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Valassis Communications Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or Statement, (Bii) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) belowhereof) or (iiiii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th business day following the Consummation of the Exchange Offer that (A) such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, Offer or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (C) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any of its AffiliatesAffiliates or (D) if the Company otherwise receives a written request from the Holders set forth on Schedule B hereto, then the Company and the Guarantors shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has and the Guarantors have complied with the procedures set forth in Section 6(a)(i) belowhereof) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that (Ax) such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, Offer or (By) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder or (Cz) such Holder is a Broker-Dealer and holds Offered Securities Notes acquired directly from the Company or any of its Affiliates, then the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Ormat Funding Corp.)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 180 days after the Issue Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesthe Company’s affiliates then, then upon such Holder’s or Initial Purchasers’ request, the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Quest Diagnostics Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated by the Exchange Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Prestige Brands Holdings, Inc.)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies the Company on or prior to 20 Business Days the 20th business day following the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, Offer or (B) that such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company shall:
Appears in 1 contract
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in the first paragraph of Section 6(a)(i6(a) below) or hereof have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 30 Business Days after the Exchange Effectiveness Target Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then, in the case of clause (iii), such Holder so notifies the Company, then the Company shallshall use commercially reasonable efforts to:
Appears in 1 contract
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) below have been complied with), or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20/th/ day following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Securities Initial Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then then, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Keystone Marketing Services Inc)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following of the Consummation of the Exchange Offer that (A) that such Holder was prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the New Preferred Stock or New Exchange Securities Debentures acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Preferred Stock or Exchange Debentures acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Petroleum Heat & Power Co Inc)
Shelf Registration. If (i) the Company is and the Guarantors are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) below) or below have been complied with), (ii) for any reason the Exchange Offer is not Consummated within 210 days after the Closing Date, or (iii) with respect to any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days following Consummation of the Exchange Offer that (A) such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) such Holder may not resell the Exchange Securities acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) such Holder is a Broker-Dealer and holds Offered Initial Securities acquired directly from the Company or any one of its Affiliatesaffiliates, then then, upon such Holder's request, the Company and the Guarantors shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Venture Holdings, Inc.)
Shelf Registration. If (i) the Company is not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) any Holder of Transfer Restricted Securities notifies the Company prior to 20 Business Days the 20th day following the Consummation of the Exchange Offer that (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder resales, or (C) that such Holder holder is a Broker-Dealer and holds Offered Securities owns Initial Notes acquired directly from the Company or any an Affiliate of its Affiliatesthe Company, then the Company and Parent shall, and the Company shall cause the Guarantors to, use their reasonable best efforts to:
Appears in 1 contract
Samples: Registration Rights Agreement (Front Range Himalaya Corp)
Shelf Registration. (ai Shelf Registration. If (i) the Company is Issuers are not (A) required to file the an Exchange Offer Registration Statement or (B) permitted to Consummate consummate the Exchange Offer because the Exchange Offer is not permitted by applicable law or Commission regulations, rules or policy (after the Company has complied with the procedures set forth in Section 6(a)(i6(a) belowbelow have been complied with) or (ii) if any Holder of Transfer Restricted Securities notifies shall notify the Company prior to within 20 Business Days following Consummation of business days after the Exchange Offer that shall have been Consummated (A) that such Holder was is prohibited by applicable law or Commission policy from participating in the Exchange Offer, or (B) that such Holder may not resell the Exchange Securities Series B Notes acquired by it in the Exchange Offer to the public without delivering a prospectus and that the Prospectus contained in the Exchange Offer Registration Statement is not appropriate or available for such resales by such Holder Holder, or (C) that such Holder is a Broker-Dealer and holds Offered Securities Series A Notes acquired directly from the Company or any one of its Affiliatesaffiliates, then the Company Issuers shall:
Appears in 1 contract
