Common use of Eligibility of Automatic Shelf Registration Statement Form Clause in Contracts

Eligibility of Automatic Shelf Registration Statement Form. If at any time when Notes remain unsold by the Underwriters the Issuer receives a notice from the Commission pursuant to Rule 401(g)(2) or otherwise ceases to be eligible to use the automatic shelf registration statement form, the Issuer will (i) promptly notify the Representatives in writing, (ii) use its reasonable best efforts to promptly file a new registration statement or post-effective amendment on the proper form relating to such Notes, in a form and substance satisfactory to the Underwriters, (iii) use its reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective as soon as practicable and (iv) promptly notify the Representatives in writing of such effectiveness. The Issuer will use its reasonable best efforts to take all other action necessary or appropriate to permit the public offering and sale of the Notes to continue as contemplated in the Registration Statement that was the subject of the Rule 401(g)(2) notice or for which the Issuer has otherwise become ineligible. References herein to the “Registration Statement” shall include such new registration statement or post-effective amendment, as the case may be.

Eligibility of Automatic Shelf Registration Statement Form. If at any time when Notes Securities remain unsold by the Underwriters the Issuer either Transaction Entity receives a notice from the Commission pursuant to Rule 401(g)(2) or the Operating Company otherwise ceases to be eligible to use the automatic shelf registration statement form, the Issuer Operating Company will (i) promptly notify the Representatives in writing, (ii) use its reasonable best efforts to promptly file a new registration statement or post-effective amendment on the proper form relating to such NotesSecurities, in a form and substance satisfactory to the Underwriters, (iii) use its commercially reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective as soon as practicable and (iv) promptly notify the Representatives in writing of such effectiveness. The Issuer Operating Company will use its reasonable best efforts to take all other action necessary or appropriate to permit the public offering and sale of the Notes Securities to continue as contemplated in the Registration Statement that was the subject of the Rule 401(g)(2) notice or for which the Issuer Operating Company has otherwise become ineligible. References herein to the “Registration Statement” shall include such new registration statement or post-effective amendment, as the case may be.

Eligibility of Automatic Shelf Registration Statement Form. If at any time when Notes Shares remain unsold by the Underwriters the Issuer Company receives a notice from the Commission pursuant to Rule 401(g)(2) under the Securities Act or otherwise ceases to be eligible to use the automatic shelf registration statement formform or the Registration Statement during the Prospectus Delivery Period, the Issuer Company will (i) promptly notify the Representatives in writingRepresentatives, (ii) use its reasonable best efforts to promptly file a new registration statement or post-effective amendment on the proper form relating to such NotesShares, in a form and substance reasonably satisfactory to the UnderwritersRepresentatives, (iii) use its reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective as soon as practicable and (iv) promptly notify the Representatives in writing of such effectiveness. The Issuer Company will use its reasonable best efforts to take all other reasonable action necessary or appropriate to permit the public offering and sale of the Notes Shares to continue as contemplated in the Registration Statement that was the subject of the Rule 401(g)(2) notice or for which the Issuer Company has otherwise become ineligible. References herein to the “Registration Statement” shall include such new registration statement or post-effective amendment, as the case may be.

Eligibility of Automatic Shelf Registration Statement Form. If at any time when Notes Securities remain unsold by the Underwriters the Issuer receives Company and the Parent Guarantor receive a notice from the Commission pursuant to Rule 401(g)(2) or otherwise ceases to be eligible to use the automatic shelf registration statement form, the Issuer Company and the Parent Guarantor will (i) promptly notify the Representatives in writing, (ii) use its reasonable best efforts to promptly file a new registration statement or post-effective amendment on the proper form relating to such NotesSecurities, in a form and substance satisfactory to the Underwriters, (iii) use its reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective as soon as practicable and (iv) promptly notify the Representatives in writing of such effectiveness. The Issuer Company and the Parent Guarantor will use its reasonable best efforts to take all other action necessary or appropriate to permit the public offering and sale of the Notes Securities to continue as contemplated in the Registration Statement that was the subject of the Rule 401(g)(2) notice or for which the Issuer Company has otherwise become ineligible. References herein to the “Registration Statement” shall include such new registration statement or post-effective amendment, as the case may be.

Eligibility of Automatic Shelf Registration Statement Form. If at any time when Notes Shares remain unsold by the Underwriters the Issuer Company receives a notice from the Commission pursuant to Rule 401(g)(2) under the Securities Act or otherwise ceases to be eligible to use the automatic shelf registration statement formform or the Registration Statement during the Prospectus Delivery Period, the Issuer Company will (i) promptly notify the Representatives in writingRepresentative, (ii) use its reasonable best efforts to promptly file a new registration statement or post-effective amendment on the proper form relating to such NotesShares, in a form and substance reasonably satisfactory to the UnderwritersRepresentative, (iii) use its reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective as soon as practicable and (iv) promptly notify the Representatives in writing Representative of such effectiveness. The Issuer Company will use its reasonable best efforts to take all other reasonable action necessary or appropriate to permit the public offering and sale of the Notes Shares to continue as contemplated in the Registration Statement that was the subject of the Rule 401(g)(2) notice or for which the Issuer Company has otherwise become ineligible. References herein to the “Registration Statement” shall include such new registration statement or post-effective amendment, as the case may be.

Eligibility of Automatic Shelf Registration Statement Form. If at any time when Notes Securities remain unsold by the Underwriters the Issuer Company or the Guarantor receives a notice from the Commission pursuant to Rule 401(g)(2) or otherwise ceases to be eligible to use the automatic shelf registration statement form, the Issuer Company and the Guarantor will (i) promptly notify the Representatives in writing, (ii) use its reasonable best efforts to promptly file a new registration statement or post-effective amendment on the proper form relating to such NotesSecurities, in a form and substance satisfactory to the Underwriters, (iii) use its reasonable their best efforts to cause such registration statement or post-effective amendment to be declared effective as soon as practicable and (iv) promptly notify the Representatives in writing of such effectiveness. The Issuer Company and the Guarantor will use its reasonable best efforts to take all other action necessary or appropriate to permit the public offering and sale of the Notes Securities to continue as contemplated in the Registration Statement that was the subject of the Rule 401(g)(2) notice or for which the Issuer Company or the Guarantor has otherwise become ineligible. References herein to the “Registration Statement” shall include such new registration statement or post-effective amendment, as the case may be.