Common use of Exchange Offer Registration Clause in Contracts

Exchange Offer Registration. To the extent not prohibited by any applicable law or applicable interpretation of the Staff of the SEC, the Company shall use its commercially reasonable efforts (A) to file within 150 days after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for Exchange Securities, (B) to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 210 days after the Closing Date, (C) to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) to consummate the Exchange Offer within 240 days following the Closing Date. The Exchange Securities will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f))) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act and without material restrictions under the securities laws of a substantial proportion of the several states of the United States. Any distribution in Canada of Exchange Securities will be effected solely to holders of Registrable Securities who are eligible to acquire Exchange Securities pursuant to exemptions from the requirement under Canadian Securities Laws that the Company prepare and file a prospectus with the relevant Canadian securities regulatory authorities and, as a condition to the tender of their Registrable Securities pursuant to the Exchange Offer, holders of Registrable Securities in Canada will be required to provide certain information and make certain representations to the Company, including a representation that they are entitled under applicable provincial securities laws to acquire the Exchange Securities without the benefit of a prospectus qualified under applicable Canadian Securities Laws. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To The Company and the extent not prohibited by any applicable law or applicable interpretation of Subsidiary Guarantors shall, at their own expense (i) file with the Staff of the SEC, the Company shall use its commercially reasonable efforts (A) to file SEC within 150 90 days after the Closing Issue Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities Notes for Exchange SecuritiesNotes, (Bii) use their best efforts to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 210 180 days after the Closing Issue Date, (Ciii) to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (Div) to use their best efforts to consummate the Exchange Offer within 240 210 days following the Closing Issue Date. The Exchange Securities Notes will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f))Dealers) eligible and electing to exchange Registrable Securities Notes for Exchange Securities Notes evidencing the same continuing indebtedness of the Company (assuming that such Holder (i) is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, (ii) acquires the Exchange Securities Notes in the ordinary course of such Holder's business and (iii) has no arrangements or understandings with any person Person to participate in the Exchange Offer for the purpose of distributing the Exchange SecuritiesNotes) to trade such Exchange Securities Notes from and after their receipt without any limitations or restrictions under the 1933 Act and without material restrictions under the securities laws of a substantial proportion of the several states of the United States. Any Notwithstanding anything contained herein, the Company and the Subsidiary Guarantors shall not be required to make an Exchange Offer in any province or territory of Canada or to accept Registrable Notes surrendered by residents of Canada in the Exchange Offer, unless the distribution in Canada of Exchange Securities will Notes pursuant to such offer can be effected solely to holders of Registrable Securities who are eligible to acquire Exchange Securities pursuant to exemptions from the requirement under Canadian Securities Laws that registration and prospectus requirements of the Company prepare and file a prospectus with the relevant Canadian securities regulatory authorities and, as a condition to the tender of their Registrable Securities pursuant to the Exchange Offer, holders of Registrable Securities in Canada will be required to provide certain information and make certain representations to the Company, including a representation that they are entitled under applicable provincial securities laws to acquire the Exchange Securities without the benefit of a prospectus qualified under applicable Canadian Securities Lawssuch province or territory of Canada. In connection with the Exchange Offer, the Company and the Subsidiary Guarantors shall:

Exchange Offer Registration. To the extent not prohibited by any applicable law or applicable interpretation of the Staff of the SEC, the Company shall use its commercially reasonable efforts (A) to file within 150 120 days after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for Exchange Securities, (B) to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 210 180 days after the Closing Date, (C) to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) to consummate the Exchange Offer within 240 210 days following the Closing Date. The Exchange Securities will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f))) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act and without material restrictions under the securities laws of a substantial proportion of the several states of the United States. Any distribution in Canada of Exchange Securities will be effected solely to holders of Registrable Securities who are eligible to acquire Exchange Securities pursuant to exemptions from the requirement under Canadian Securities Laws that the Company prepare and file a prospectus with the relevant Canadian securities regulatory authorities and, as a condition to the tender of their Registrable Securities pursuant to the Exchange Offer, holders of Registrable Securities in Canada will be required to provide certain information and make certain representations to the Company, including a representation that they are entitled under applicable provincial securities laws to acquire the Exchange Securities without the benefit of a prospectus qualified under applicable Canadian Securities Laws. In connection with the Exchange Offer, the Company shall:

Exchange Offer Registration. To the extent not prohibited by any applicable law or applicable interpretation of the Staff of the SEC, the Company shall use its commercially reasonable efforts (A) to file within 150 120 days after the Closing Date an Exchange Offer Registration Statement covering the offer by the Company to the Holders to exchange all of the Registrable Securities for Exchange Securities, (B) to cause such Exchange Offer Registration Statement to be declared effective by the SEC within 210 180 days after the Closing Date, (C) to cause such Registration Statement to remain effective until the closing of the Exchange Offer and (D) to consummate the Exchange Offer within 240 210 days following the Closing Date. The Exchange Securities will be issued under the Indenture. Upon the effectiveness of the Exchange Offer Registration Statement, the Company shall promptly commence the Exchange Offer, it being the objective of such Exchange Offer to enable each Holder (other than Participating Broker-Dealers (as defined in Section 3(f))) eligible and electing to exchange Registrable Securities for Exchange Securities (assuming that such Holder is not an affiliate of the Company within the meaning of Rule 405 under the 1933 Act, acquires the Exchange Securities in the ordinary course of such Holder's business and has no arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing the Exchange Securities) to trade such Exchange Securities from and after their receipt without any limitations or restrictions under the 1933 Act and without material restrictions under the securities laws of a substantial proportion of the several states of the United States. Any distribution in Canada of Exchange Securities will be effected solely to holders of Registrable Securities who are eligible to acquire Exchange Securities pursuant to exemptions from the requirement under Canadian Securities Laws that the Company prepare and file a prospectus with the relevant Canadian securities regulatory authorities and, as a condition to the tender of their Registrable Securities pursuant to the Exchange Offer, holders of Registrable Securities in Canada will may be required to provide certain information and make certain representations to the Company, including a representation that they are entitled under applicable provincial securities laws to acquire the Exchange Securities without the benefit of a prospectus qualified under applicable Canadian Securities Laws. In connection with the Exchange Offer, the Company shall: