Common use of Registration Rights; Private Sales Clause in Contracts

Registration Rights; Private Sales. (a) If the Collateral Agent shall determine to exercise its rights to sell any or all of the Pledged Securities pursuant to this Section 10, and if in the reasonable opinion of the Collateral Agent it is necessary or advisable to have the Pledged Securities, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "Securities Act"), each Grantor will use its best efforts to cause the issuer thereof to (i) execute and deliver, and cause the directors and officers of the issuer thereof 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 Collateral Agent, necessary to register the Pledged Securities, 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 Pledged Securities, 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 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. Each Grantor agrees to cause such issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the 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 11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Collateral Agent Trustee shall determine to exercise its rights right to sell any or all of the Pledged Securities Stock pursuant to this Section 10paragraph 8 hereof, and if in the reasonable opinion of the Collateral Agent Trustee it is necessary or advisable to have the Pledged SecuritiesStock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "Securities Act"), each Grantor Hanover Acquisition will use its best efforts to cause the issuer thereof Issuers to (i) execute and deliver, and cause the directors and officers of the issuer thereof 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 Collateral AgentTrustee, necessary or advisable to register the Pledged SecuritiesStock, 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 Pledged SecuritiesStock, or that portion thereof to be sold, and (iii) to make all amendments 8 8 thereto and/or to the related prospectus which, in the opinion of the Collateral AgentTrustee, 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. Each Grantor Hanover Acquisition agrees to cause such issuer the Issuers to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Collateral 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 11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Collateral General Administrative Agent shall determine to exercise its rights right to sell any or all of the Pledged Securities Stock pursuant to this Section 108 hereof, and if in the reasonable opinion of the Collateral General Administrative Agent it is necessary or reasonably advisable to have the Pledged SecuritiesStock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "Securities Act"SECURITIES ACT'), each Grantor the Pledgor will use its best efforts to cause the issuer thereof Safety-Kleen to (i) execute and deliver, and cause the directors and officers of the issuer thereof Safety-Kleen 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 Collateral General Administrative Agent, necessary or advisable to register the Pledged SecuritiesStock, or that portion thereof to be sold, 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 Pledged SecuritiesStock, or that portion thereof to be sold, sold and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Collateral General 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 SEC applicable thereto. Each Grantor The Pledgor agrees to cause such issuer Safety-Kleen to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Collateral General 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 11(aI 1 (a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Collateral Administrative Agent shall determine to exercise its rights right to sell any or all of the Pledged Securities Stock pursuant to this Section 10paragraph 8 hereof, and if in the reasonable opinion of the Collateral Administrative Agent it is necessary or advisable to have the Pledged SecuritiesStock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "Securities Act"), each Grantor Pledgor will use its best efforts to cause each Issuer of the issuer thereof Pledged Stock owned by such Pledgor to (i) execute and deliver, and cause the directors and officers of the issuer thereof each 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 Collateral Administrative Agent, necessary or advisable to register the such Pledged SecuritiesStock, 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 such Pledged SecuritiesStock, 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 Collateral 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. Each Grantor Pledgor agrees to cause such issuer 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 Collateral 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 11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Collateral ---------------------------------- Agent shall determine to exercise its rights right to sell any or all of the Pledged Securities Stock pursuant to this Section 108 hereof, and if in the reasonable opinion of the Collateral Agent it is necessary or advisable to have the Pledged SecuritiesStock, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended amended, and the rules and regulations issued thereunder (the "Securities Act"), each Grantor Pledgor will use its best efforts to cause the issuer Issuer thereof to (i) execute and -------------- deliver, and cause the directors and officers of the issuer thereof such Issuer 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 reasonable opinion of the Collateral Agent, necessary or advisable to register the Pledged SecuritiesStock, 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 180 days from the date of the first public offering of the Pledged SecuritiesStock, 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 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. Each Grantor Pledgor also agrees to cause the Issuer of such issuer Pledged Stock to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the 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 11(a) of the Securities Act.

Registration Rights; Private Sales. (a) If the Collateral Agent shall determine to exercise its rights right to sell any or all of the Pledged Securities Collateral pursuant to this Section 10paragraph 9 hereof, and if in the reasonable opinion of the Collateral Agent it is necessary or advisable to have the Pledged SecuritiesCollateral, or that portion thereof to be sold, registered under the provisions of the Securities Act of 1933, as amended (the "Securities Act"), each Grantor Pledgor will use its best efforts cause each Issuer whose stock, note or membership interest, as the case may be, is to cause the issuer thereof be so registered to (i) execute and deliver, and cause the directors and officers of such Issuer, as the issuer thereof case may be, 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 Collateral Agent, necessary or advisable to register the Pledged Securities, 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 Pledged SecuritiesCollateral, 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 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. Each Grantor Pledgor agrees to cause such issuer each Issuer to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which that the 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 that will satisfy the provisions of Section 11(a) of the Securities Act.