Requesting Participating Broker. Dealer”), the Issuers agree to use their reasonable efforts to keep the Exchange Offer Registration Statement continuously effective for a period of 180 days after the date on which the Exchange Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “Applicable Period”), or such earlier date as all Requesting Participating Broker-Dealers shall have notified the Company in writing that such Requesting Participating Broker-Dealers have resold all Exchange Notes acquired in the Exchange Offer. The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any Initial Purchaser or any Holder, as the case may be, holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such Initial Purchaser or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such Initial Purchaser or any such Holder, as the case may be, in exchange (the “Private Exchange”) for such Notes held by any such Initial Purchaser or any such Holder, as the case may be, a like principal amount of notes (the “Private Exchange Notes”) of the Issuers that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] of this Section 2 applies. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Requesting Participating Broker. Dealer”"), the Issuers agree Issuer agrees to use their its reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of 180 not to exceed 120 days after the date on which the Exchange Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “"Applicable Period”"), or such earlier date as all Requesting Participating Broker-Dealers shall have notified the Company Issuer in writing that such Requesting Participating Broker-Dealers have resold all Exchange Notes acquired in the Exchange Offer. The Issuers Issuer shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any the Initial Purchaser or any Holder, as the case may be, holds any Regulation S Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers Issuer upon the request of any such the Initial Purchaser or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “"Private Exchange”") for such Notes held by any such the Initial Purchaser Purchasers or any such Holder, as the case may be, a like principal amount of notes (the “"Private Exchange Notes”") of the Issuers Issuer that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the corresponding Exchange Notes. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers Issuer shall have no further registration obligations other than the Issuers’ Issuer's continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iii) of this Section 2 applies. In connection with the Exchange Offer, the Issuers Issuer shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Energy XXI Texas, LP)
Requesting Participating Broker. Dealer”"), the Issuers agree to use their reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of at least 180 days after the date on which the Exchange Offer Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “"Applicable Period”"), or such earlier date as all each Requesting Participating Broker-Dealers Dealer shall have notified the Company in writing that such Requesting Participating Broker-Dealers have Dealer has resold all Exchange Notes acquired by it in the Exchange Offer. The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any the Initial Purchaser Purchasers or any Holder, as the case may be, holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such the Initial Purchaser Purchasers or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “"Private Exchange”") for such Notes held by any such the Initial Purchaser Purchasers or any such Holder, as the case may be, a like principal amount of notes (the “"Private Exchange Notes”") of the Issuers that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ ' continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iv) of this Section 2 applies. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Requesting Participating Broker. Dealer”), the Issuers agree Issuer agrees to use their its reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of 180 days after not to exceed one year from the date on which the Exchange Registration Statement is declared effectiveConsummation Deadline, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “Applicable Period”), or such earlier date as all Requesting Participating Broker-Dealers shall have notified the Company Issuer in writing that such Requesting Participating Broker-Dealers have resold all Exchange Notes acquired in the Exchange Offer. The Issuers Issuer shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. IfWith respect to each Series, if, prior to consummation of the Exchange Offer, any the Initial Purchaser Purchasers or any Holder, as the case may be, holds any Notes of such Series acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers Issuer upon the request of any such the Initial Purchaser Purchasers or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes of such Series in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “Private Exchange”) for such Notes of such Series held by any such the Initial Purchaser Purchasers or any such Holder, as the case may be, a like principal amount of notes of such Series (the “Private Exchange Notes”) of the Issuers Issuer that are identical in all material respects to the Exchange Notes of such Series except that the Private Exchange Notes of such Series may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes of each Series shall be issued pursuant to the same indenture as the Exchange Notes of such Series and bear the same CUSIP number as the Exchange NotesNotes of such Series. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. With respect to each Series, Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes of such Series surrendered in exchange therefor or, if no interest has been paid on the NotesNotes of such Series, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers Issuer shall have no further registration obligations other than the Issuers’ Issuer’s continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iii) of this Section 2 applies. In connection with the Exchange Offer, the Issuers Issuer shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Xm Satellite Radio Holdings Inc)
Requesting Participating Broker. Dealer”), the Issuers agree to use their reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of necessary to comply with applicable law in connection with such resales but in no event more than 180 days after the date on which the Exchange Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last penultimate paragraph of Section 5 hereof (such period, the “Applicable Period”), or such earlier date as all each Requesting Participating Broker-Dealers Dealer shall have notified the Company in writing that such Requesting Participating Broker-Dealers have Dealer has resold all Exchange Notes acquired by it in the Exchange Offer. The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any Initial Purchaser or any Holder, as the case may be, other Holder holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such the Initial Purchaser Purchasers or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “Private Exchange”) for such Notes held by any such Initial Purchaser or any such Holder, as the case may be, Holder a like principal amount of notes (the “Private Exchange Notes”) of the Issuers that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in Notes (if permitted by the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue DateCUSIP Service Bureau). Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iv) of this Section 2 applies. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Basic Energy Services Inc)
Requesting Participating Broker. Dealer”"), the Issuers agree to use their reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of necessary to comply with applicable law in connection with such resales but in no event more than 180 days after the date on which the Exchange Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “"Applicable Period”"), or such earlier date as all each Requesting Participating Broker-Dealers Dealer shall have notified the Company in writing that such Requesting Participating Broker-Dealers have Dealer has resold all Exchange Notes acquired by it in the Exchange Offer. The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any Initial Purchaser or any Holder, as the case may be, other Holder holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such the Initial Purchaser Purchasers or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “"Private Exchange”") for such Notes held by any such Initial Purchaser or any such Holder, as the case may be, Holder a like principal amount of notes (the “"Private Exchange Notes”") of the Issuers that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in Notes (if permitted by the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue DateCUSIP Service Bureau). Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ ' continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iv) of this Section 2 applies. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Ashton Houston Residential L.L.C.)
Requesting Participating Broker. Dealer”"), the Issuers agree Issuer agrees to use their -------------------------------------- its reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of not to exceed 180 days after the date on which the Exchange Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “"Applicable Period”"), or such earlier date as all Requesting ----------------- Participating Broker-Dealers shall have notified the Company Issuer in writing that such Requesting Participating Broker-Dealers have resold all Exchange Notes acquired in the Exchange Offer. The Issuers Issuer shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any the Initial Purchaser or any Holder, as the case may be, holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers Issuer upon the request of any such the Initial Purchaser or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser or any such Holder, as the case may be, in exchange (the “"Private Exchange”") for such Notes held by any such the Initial Purchaser ---------------- or any such Holder, as the case may be, a like principal amount of notes (the “"Private Exchange Notes”") of the Issuers Issuer that are identical in all material ---------------------- respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP ISIN number and Common Codes as the Exchange Notes. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers Issuer shall have no further registration obligations other than the Issuers’ Issuer's continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iii) of this Section 2 applies. In connection with the Exchange Offer, the Issuers Issuer shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Sola International Inc)
Requesting Participating Broker. Dealer”), the Issuers agree to use their commercially reasonable efforts to keep the Exchange Offer Registration Statement continuously effective for a period of necessary to comply with applicable law in connection with such resales but in no event more than 180 days after the date on which the Exchange Offer Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “Applicable Period”)hereof, or such earlier date as all each Requesting Participating Broker-Dealers Dealer shall have notified the Company in writing that such Requesting Participating Broker-Dealers have Dealer has resold all Exchange Notes acquired by it in the Exchange OfferOffer (such period, the “Applicable Period”). The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. IfWith respect to each Series, if, prior to consummation of the Exchange Offer, any Initial Purchaser or any Holder, as the case may be, other Holder holds any Notes of such Series acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such Initial Purchaser or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes of such Series in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “Private Exchange”) for such Notes of such Series held by any such Initial Purchaser or any such Holder, as the case may be, Holder a like principal amount of notes of such Series (the “Private Exchange Notes”) of the Issuers that are identical in all material respects to the Exchange Notes of such Series except that the Private Exchange Notes of each Series may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes of each Series shall be issued pursuant to the same indenture as the Exchange Notes of such Series and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in Notes (if permitted by the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue DateCUSIP Service Bureau). Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iv) of this Section 2 applies. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Time Warner Cable Inc.)
Requesting Participating Broker. Dealer”), the Issuers agree to use their reasonable best efforts to keep the Exchange Offer Registration Statement continuously effective for a period of at least 180 days after the date on which the Exchange Offer Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “Applicable Period”), or such earlier date as all each Requesting Participating Broker-Dealers Dealer shall have notified the Company in writing that such Requesting Participating Broker-Dealers have Dealer has resold all Exchange Notes acquired by it in the Exchange Offer. The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any Initial Purchaser or any other Holder, as the case may be, holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such the Initial Purchaser Purchasers or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “Private Exchange”) for such Notes held by any such Initial Purchaser or any such Holder, as the case may be, a like principal amount of notes (the “Private Exchange Notes”) of the Issuers that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ continuing registration obligations with respect to (i) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] c)(iv) of this Section 2 applies. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Requesting Participating Broker. Dealer”), the Issuers agree to use their commercially reasonable efforts to keep the Exchange Offer Registration Statement continuously effective for a period of not to exceed 180 days after the date on which the Exchange Registration Statement is declared effective, or such longer period if extended pursuant to any Delay Period in accordance with the last paragraph of Section 5 hereof (such period, the “Applicable Period”), or such earlier date as all Requesting Participating Broker-Dealers shall have notified the Company Issuers in writing that such Requesting Participating Broker-Dealers have resold all Exchange Notes acquired in the Exchange Offer. The Issuers shall include a plan of distribution in such Exchange Offer Registration Statement that meets the requirements set forth in the preceding paragraph. If, prior to consummation of the Exchange Offer, any the Initial Purchaser Purchasers or any Holder, as the case may be, holds any Notes acquired by it that have, or that are reasonably likely to be determined to have, the status of an unsold allotment in an initial distribution, or if any Holder is not entitled to participate in the Exchange Offer, the Issuers upon the request of any such the Initial Purchaser Purchasers or any such Holder, as the case may be, shall simultaneously with the delivery of the Exchange Notes in the Exchange Offer, issue and deliver to any such the Initial Purchaser Purchasers or any such Holder, as the case may be, in exchange (the “Private Exchange”) for such Notes held by any such the Initial Purchaser Purchasers or any such Holder, as the case may be, a like principal amount of notes (the “Private Exchange Notes”) of the Issuers that are identical in all material respects to the Exchange Notes except that the Private Exchange Notes may be subject to restrictions on transfer and bear a legend to such effect. The Private Exchange Notes shall be issued pursuant to the same indenture as the Exchange Notes and bear the same CUSIP number as the Exchange Notes. For each Note surrendered in the Exchange Offer, the Holder will receive an Exchange Note having a principal amount equal to that of the surrendered Note. Interest on each Exchange Note and Private Exchange Note issued pursuant to the Exchange Offer and in the Private Exchange will accrue from the last interest payment date on which interest was paid on the Notes surrendered in exchange therefor or, if no interest has been paid on the Notes, from the Issue Date. Upon consummation of the Exchange Offer in accordance with this Section 2, the Issuers shall have no further registration obligations other than the Issuers’ continuing registration obligations with respect to obligations, except as set forth in Section (ic) Private Exchange Notes, (ii) Exchange Notes held by Participating Broker-Dealers and (iii) Notes or Exchange Notes as to which clause (c)[(iv)] of this Section 2 applieshereof. In connection with the Exchange Offer, the Issuers shall:
Appears in 1 contract
Samples: Registration Rights Agreement (Holly Energy Partners Lp)