Common use of Registration Rights; Private Sales Clause in Contracts

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests pursuant to SECTION 9 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the Interests, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"), the Pledgor will cause Partnership to (i) execute and deliver, and cause the officers of Partnership to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the Interests, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the Interests, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a) of the Securities Act.

Registration Rights; Private Sales. (ab) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the Interests, or that portion thereof to be sold, Pledged Stock registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the Interests, or that portion thereof to be sold, Pledged Stock under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent Bank shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 7 hereof, and if in the opinion of the Administrative Agent Bank it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the applicable issuer or issuers of the Pledged Securities to (i) execute and deliver, and cause the officers directors and officer of Partnership such issuer or issuers to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts acts, as may be, in the opinion of the Administrative AgentBank, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative AgentBank, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership such issuer or issuers to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent Bank shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 hereofSection 8, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor Company will cause Partnership such Issuer to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year 90 days from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor Company agrees to cause Partnership each Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the Administrative Agent shall reasonably designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 hereofSection 8, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"), the Pledgor Company will cause Partnership such Issuer to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year 90 days from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor Company agrees to cause Partnership each Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the Administrative Agent shall reasonably designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative ---------------------------------- Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8(b) hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933Act, as amended (the "SECURITIES ACT"), the each Pledgor will cause Partnership to each Issuer thereof (i) to execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Each Pledgor agrees to cause Partnership the Issuers to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Collateral pursuant to SECTION 9 Section 8(b) hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Collateral, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Collateral, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Collateral, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 hereofSection 10, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the Company to (i) execute and deliver, and cause the directors and officers of Partnership the Company to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year 90 days from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Company to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the Administrative Agent shall reasonably designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"), the Pledgor will cause Partnership the Company to (i) execute and deliver, and cause the directors and officers of Partnership the Company to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Company to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Pledge Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 9(b) hereof, and if in the opinion of the Administrative Pledge Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will use its best efforts to cause Partnership the Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Pledge Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Pledge Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to use its best efforts to cause Partnership the Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Pledge Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will use its best efforts to cause Partnership SCGC to (i) execute and deliver, and cause the directors and officers of Partnership SCGC to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative AgentAgent or the Majority Noteholders, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to use its best efforts to cause Partnership SCGC to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent or the Majority Noteholders shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 hereofSection 8, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the Company to (i) execute and deliver, and cause the directors and officers of Partnership the Company to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year 90 days from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Company to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the Administrative Agent shall reasonably designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l 11 (a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8(b) hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Collateral Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8(b) hereof, and if in the opinion of the Administrative Collateral Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor Borrower will use its best efforts to cause Partnership the Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Collateral Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Collateral Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor Borrower agrees to use its best efforts to cause Partnership the Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Collateral Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent Collateral Trustee shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the reasonable opinion of the Administrative Agent Collateral Trustee it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor HCC will cause Partnership the Issuers to (i) execute and deliver, and cause the directors and officers of Partnership the Issuers to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative AgentCollateral Trustee, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative AgentCollateral Trustee, are reasonably necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor HCC agrees to cause Partnership the Issuers to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent Collateral Trustee shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the reasonable opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor Pledgors will cause Partnership the applicable Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the applicable Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees Pledgors agree to cause Partnership the applicable Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 hereofSection 8, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"), the relevant Pledgor will cause Partnership such Issuer to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year 90 days from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Each Pledgor agrees to cause Partnership each Issuer to comply 308 with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the Administrative Agent shall reasonably designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent ---------------------------------- shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use uses its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor acknowledges and agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Collateral pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Collateral, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933Act, as amended (the "SECURITIES ACT"), the each applicable Pledgor will use its best efforts to cause Partnership the Issuer thereof (1) to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Collateral, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Collateral, or that portion thereof to be sold, and (iii3) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Each applicable Pledgor agrees to use its best efforts to cause Partnership the such Issuer to comply with the provisions of the securities or "“Blue Sky" ” laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Collateral pursuant to SECTION Section 9 hereofof this Pledge Agreement, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsCollateral, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"“Securities Act”), the Pledgor Pledgors will cause the applicable Issuer or Partnership LLC to (i) execute and deliver, and cause the directors and officers of the applicable Issuer or Partnership LLC to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Agent, necessary or advisable to register the InterestsCollateral, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsCollateral, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees Pledgors agree to cause the applicable Issuer or Partnership LLC to comply with the provisions of the securities or "“Blue Sky" ” laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor Parent will cause Partnership the Issuer thereof to (i1) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, sold and (iii3) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor Parent agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Collateral pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Collateral, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will use its best efforts to cause Partnership the Issuer thereof (1) to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Collateral, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Collateral, or that portion thereof to be sold, and (iii3) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to use its best efforts to cause Partnership such Issuer to comply with the provisions of the securities or "“Blue Sky" ” laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent ---------------------------------- shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor acknowledges and agrees to cause Partnership the such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions jurisdiction which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Collateral Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Collateral Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor who owns such Pledged Stock will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Collateral Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period expiring on the earlier of (A) one year from the date of the first public offering of the InterestsPledged Stock and (B) such time that all of the Pledged Stock, or that portion thereof to be sold, is sold and (iii) to make all amendments thereto and/or to the related prospectus which, in the reasonable opinion of the Administrative Collateral Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor who owns such Pledged Stock agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Collateral Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a) of the Securities Act.shall

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor Borrower will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (iiAct,(ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor Borrower agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a) of the Securities Act.11(a)

Registration Rights; Private Sales. (a) If the Administrative Agent Trustee shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8(b) hereof, and if in the reasonable opinion of the Administrative Agent Trustee it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership Xxxxx Inc. thereof to (i1) execute and deliver, and cause the directors and officers of Partnership Xxxxx Inc. to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative AgentTrustee, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2) to use its best reasonable efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii3) to make all amendments thereto and/or to the related prospectus which, in the reasonable opinion of the Administrative AgentTrustee, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership Xxxxx Inc. to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions of the United States or Canada which the Administrative Agent Trustee shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Collateral Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Collateral Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor Pledgors will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Collateral Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Collateral Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Each Pledgor acknowledges and agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions jurisdiction which the Administrative Collateral Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 subsection hereof, and if in the reasonable opinion of the Administrative Agent it is necessary or advisable to have the Interests, or that portion thereof to be sold, Pledged Stock registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"“Securities Act”), the Pledgor will cause Partnership the Issuers to (i) execute and deliver, and cause the directors and officers of Partnership the Issuers to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Agent, necessary or advisable to register the Interests, or that portion thereof to be sold, Pledged Stock under the provisions of the Securities Act, (ii) to use its best reasonable efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the reasonable opinion of the Administrative Agent, are necessary or advisablenecessary, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Issuers to comply with the provisions of the securities or "“Blue Sky" ” laws of any and all jurisdictions which that the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock of any Pledgor pursuant to SECTION 9 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the Interestssuch Pledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933Act, as amended (the "SECURITIES ACT"), the such Pledgor will cause Partnership the Issuer thereof to (i1) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the Interestssuch Pledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the Interestssuch Pledged Stock, or that portion thereof to be sold, sold and (iii3) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Such Pledgor agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION Section 9 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the applicable Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the applicable Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Agent, necessary or advisable to register the Interestssuch Pledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the Interestssuch Pledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the applicable Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a) of the Securities Act.11(a)

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership each Issuer to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership each Issuer to use its best efforts to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Issuer to use its best efforts to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION Section 9 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor Pledgors will cause Partnership the applicable Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the applicable Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees Pledgors agree to cause Partnership the applicable Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 hereofparagraph 8(b), and if in the opinion sole determination of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership each Issuer thereof to (i1) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii3) to make all amendments thereto and/or to the related prospectus that are permitted by law which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION Paragraph 9 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the applicable Issuer to (i) execute and deliver, and cause the directors and officers of Partnership the applicable Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative Agent, necessary or advisable advis able to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the applicable Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor Pledgors will cause Partnership the Issuer thereof to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Each Pledgor acknowledges and agrees to cause Partnership such Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions jurisdiction which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 paragraph 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the InterestsPledged Stock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT"), the Pledgor Company will cause Partnership each of the Issuers to (i) execute and deliver, and cause the directors and officers of Partnership such Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the InterestsPledged Stock, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the InterestsPledged Stock, or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor Company agrees to cause Partnership each of the Issuers to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) a. If the Administrative Agent shall determine to exercise its right to sell any or all of the Interests Pledged Stock pursuant to SECTION 9 Section 8 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have the Interests, Pledged Stock or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act"), the Pledgor will cause Partnership the Issuer whose stocks are to be so registered to (i) execute and deliver, and cause the directors and officers of Partnership the Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register the Interests, Pledged Stock or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the Interests, Pledged Stock or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus whichthat, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all state or foreign jurisdictions which that the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which that will satisfy the provisions of Section 1l (a11(a) of the Securities Act.

Registration Rights; Private Sales. (a) A. If the Administrative Agent Trustee shall determine to exercise its right to sell any or all of the Pledged LLC Interests pursuant to SECTION 9 paragraph VII(B) hereof, and if in the reasonable opinion of the Administrative Agent Trustee it is necessary or advisable to have the Pledged LLC Interests, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "SECURITIES ACT")Act, the Pledgor will cause Partnership the Timberland Issuer thereof to (i1.) execute and deliver, and cause the directors and officers of Partnership the Timberland Issuer to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the reasonable opinion of the Administrative AgentTrustee, necessary or advisable to register the Pledged LLC Interests, or that portion thereof to be sold, under the provisions of the Securities Act, (ii2.) to use its best reasonable efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of the Pledged LLC Interests, or that portion thereof to be sold, and (iii3.) to make all amendments thereto and/or to the related prospectus which, in the reasonable opinion of the Administrative AgentTrustee, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to cause Partnership the Timberland Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions of the United States which the Administrative Agent Trustee shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 1l (a11(a) of the Securities Act.