Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 10 contracts
Samples: Registration Rights Agreement (Rogers Wireless Inc), Registration Rights Agreement (Rogers Cable Inc), Registration Rights Agreement (Rogers Wireless Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 7 contracts
Samples: Registration Rights Agreement (Genesis Health Ventures Inc /Pa), Registration Rights Agreement (Tri State Outdoor Media Group Inc), Registration Rights Agreement (Eagle Geophysical De Ecuador Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 5 contracts
Samples: Registration Rights Agreement (Poland Communications Inc), Registration Rights Agreement (Entertainment Inc), Registration Rights Agreement (Entertainment Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 4 contracts
Samples: Registration Rights Agreement (Be Aerospace Inc), Registration Rights Agreement (Be Aerospace Inc), Registration Rights Agreement (Pueblo Xtra International Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Transfer Restricted Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Transfer Restricted Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 3 contracts
Samples: Notes Registration Rights Agreement (Rhythms Net Connections Inc), Notes Registration Rights Agreement (Rhythms Net Connections Inc), Notes Registration Rights Agreement (Rhythms Net Connections Inc)
Effective Registration Statement. (i) The Company will be deemed -------------------------------- not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 2 contracts
Samples: Registration Rights Agreement (Applied Extrusion Technologies Inc /De), Registration Rights Agreement (Applied Extrusion Technologies Inc /De)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 2 contracts
Samples: Registration Rights Agreement (Community First Bankshares Inc), Registration Rights Agreement (Amc Entertainment Inc)
Effective Registration Statement. (i) The Company will be deemed -------------------------------- not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Transfer Restricted Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Transfer Restricted Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 2 contracts
Samples: Notes Registration Rights Agreement (Wyne Systems Inc), Notes Registration Rights Agreement (United Rentals Inc /De)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Certificates covered thereby not being able to exchange or offer and sell such Registrable Securities Certificates during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including including, without limitation, the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 2 contracts
Samples: Registration Rights Agreement (Continental Airlines Inc /De/), Exchange and Registration Rights Agreement (Continental Airlines Inc /De/)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including including, without limitation, the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 2 contracts
Samples: Exchange and Registration Rights Agreement (Continental Airlines Inc /De/), Registration Rights Agreement (Continental Airlines Inc /De/)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's Company#s obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Notes Registration Rights Agreement (Citadel License Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Notes Registration Rights Agreement (Dti Holdings Inc)
Effective Registration Statement. (i) The Company will be deemed -------------------------------- not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies comply with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including including, without limitation, the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (Continental Airlines Inc /De/)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 1 contract
Effective Registration Statement. (i) The Company will shall be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Certificates covered thereby not being able to exchange or offer and sell such Registrable Securities Certificates during that the period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k) hereof4(j), if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (United Air Lines Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration StatementStatement as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k4(k) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (CHS Electronics Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies comply with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (Borg Warner Security Corp)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially their reasonable best efforts to cause the Exchange Offer Registration Statement Statement, or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company it voluntarily takes any action that would result in any such the Registration Statement Statement, or Shelf Registration Statement, as the case may be, not being declared effective or in the Holders of Registrable Securities covered thereby Agent not being able to exchange or offer and sell such Registrable Securities during that period unless (Ai) such action is required by applicable law or (Bii) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k12(f) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (Golden Star Resources LTD)
Effective Registration Statement. (i) The Company will shall be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Shelf Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or remaining effective or in the Holders of Registrable Securities covered thereby not being able to exchange or offer and sell such Registrable Securities during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's ’s obligations hereunder), including the acquisition or divestiture of assets, assets or a material corporate transaction or event so long as the Company promptly complies with the notification requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Effective Registration Statement. (i) The Company and the -------------------------------- Guarantors will be deemed not to have used its commercially reasonable their best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company they voluntarily takes take any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company and the Guarantors in good faith and for valid business reasons (not including avoidance of the Company's and the Guarantors's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (Supreme Munsingwear Canada Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(kArticle III(k) hereof, if applicable.
Appears in 1 contract
Effective Registration Statement. (i) The Company will be deemed -------------------------------- not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (United Artists Theatre Co)
Effective Registration Statement. (i) The Company will be deemed -------------------------------- not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Shares covered thereby not being able to exchange or offer and sell such Registrable Securities Shares during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Effective Registration Statement. (i) The Company will be -------------------------------- deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer a Registration Statement or the Shelf Registration Statement, to become, or to remain, effective during the requisite period periods set forth herein if the Company voluntarily takes any action that would could reasonably be expected to result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Transfer Restricted Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Transfer Restricted Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Notes Registration Rights Agreement (United Rentals North America Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Notes Exchange Offer Registration Statement or the Notes Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Notes covered thereby not being able to exchange or offer and sell such Registrable Securities Notes during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (but not including avoidance of the Company's obligations hereunder), including the acquisition or divestiture of assetsa material corporate transaction, so long as the Company promptly complies with the requirements of Section 3(k) hereof, if applicable.
Appears in 1 contract
Samples: Notes Exchange and Registration Rights Agreement (Rural Cellular Corp)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Certificates covered thereby not being able to exchange or offer and sell such Registrable Securities Certificates during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including including, without limitation, the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Amtran Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Certificates covered thereby not being able to exchange or offer and sell such Registrable Securities Certificates during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the 11 10 Company's obligations hereunder), including including, without limitation, the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (America West Airlines Inc)
Effective Registration Statement. (i) The Company will be deemed not to have used its commercially reasonable best efforts to cause the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, to become, or to remain, effective during the requisite period if the Company voluntarily takes any action that would result in any such Registration Statement not being declared effective or in the Holders of Registrable Securities Certificates 11 10 covered thereby not being able to exchange or offer and sell such Registrable Securities Certificates during that period unless (A) such action is required by applicable law or (B) such action is taken by the Company in good faith and for valid business reasons (not including avoidance of the Company's obligations hereunder), including including, without limitation, the acquisition or divestiture of assets, so long as the Company promptly complies with the requirements of Section 3(k3(j) hereof, if applicable.
Appears in 1 contract
Samples: Registration Rights Agreement (America West Airlines Inc)