SEC Form. Except as set forth in the next sentence, SpinCo shall use its reasonable best efforts to cause Demand Registrations to be Registered on Form S-3 (or any successor form), and if SpinCo is not then eligible under the Securities Act to use Form S-3, Demand Registrations shall be Registered on Form S-1 (or any successor form) or Form S-4 (in the case of an Exchange Offer). If a Demand Registration is a Convertible or Exchange Registration, SpinCo shall effect such Registration on the appropriate Form under the Securities Act for such Registrations. SpinCo shall use its reasonable best efforts to become eligible to use Form S-3 and, after becoming eligible to use Form S-3, shall use its reasonable best efforts to remain so eligible. All Demand Registrations shall comply with applicable requirements of the Securities Act and, together with each Prospectus included, filed or otherwise furnished by SpinCo in connection therewith, shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
Appears in 4 contracts
Samples: Stockholder and Registration Rights Agreement (Solventum Corp), Stockholder and Registration Rights Agreement (3m Co), Stockholder and Registration Rights Agreement (Solventum Corp)
SEC Form. Except as set forth in the next sentence, SpinCo shall use its reasonable best efforts to cause Demand Registrations to be Registered on Form S-3 (or any successor form), and if SpinCo is not then eligible under the Securities Act to use Form S-3, Demand Registrations shall be Registered on Form S-1 (or any successor form), Form S-11 (or any successor form) or Form S-4 (in the case of an Exchange Offer). If a Demand Registration is a Convertible or Exchange Registration, SpinCo shall effect such Registration on the appropriate Form under the Securities Act for such Registrations. SpinCo shall use its reasonable best efforts to become eligible to use Form S-3 as promptly as practicable and, after becoming eligible to use Form S-3, shall use its reasonable best efforts to remain so eligible. All Demand Registrations shall comply with the applicable requirements of the Securities Act and, together with each Prospectus included, filed or otherwise furnished by SpinCo in connection therewith, shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
Appears in 3 contracts
Samples: Registration Rights Agreement (Millrose Properties, Inc.), Registration Rights Agreement (Millrose Properties, Inc.), Registration Rights Agreement (Millrose Properties, Inc.)
SEC Form. Except as set forth in the next sentence, SpinCo SunCoke shall use its reasonable best efforts to cause Demand Registrations to be Registered registered on Form S-3 (or any successor form), and if SpinCo SunCoke is not then eligible under the Securities Act to use Form S-3, Demand Registrations shall be Registered registered on Form S-1 (or any successor form) or Form S-4 (in the case of an Exchange Offer). If a Demand Registration is a Convertible Registration or an Exchange Registration, SpinCo SunCoke shall effect such Registration registration on the appropriate Form under the Securities Act for such Registrationsregistrations. SpinCo SunCoke shall use its reasonable best efforts to become eligible to use Form S-3 and, after becoming eligible to use Form S-3, shall use its reasonable best efforts to remain so eligible. All such Demand Registrations shall comply with applicable requirements of the Securities Act and, together with each Prospectus prospectus included, filed or otherwise furnished by SpinCo SunCoke in connection therewith, shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
Appears in 3 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (SunCoke Energy, Inc.), Registration Rights Agreement (SunCoke Energy, Inc.)
SEC Form. Except as set forth in the next sentence, SpinCo Envista shall use its reasonable best efforts to cause Demand Registrations to be Registered on Form S-3 (or any successor form), and if SpinCo Envista is not then eligible under the Securities Act to use Form S-3, Demand Registrations shall be Registered on Form S-1 (or any successor form) or Form S-4 (in the case of an Exchange Offerexchange offer). If a Demand Registration is a Convertible or Exchange Registration, SpinCo Envista shall effect such Registration on the appropriate Form under the Securities Act for such Registrations. SpinCo Envista shall use its reasonable best efforts to become eligible to use Form S-3 and, after becoming eligible to use Form S-3, shall use its reasonable best efforts to remain so eligible. All Demand Registrations shall comply with applicable requirements of the Securities Act and, together with each Prospectus included, filed or otherwise furnished by SpinCo Envista in connection therewith, shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
Appears in 2 contracts
Samples: Registration Rights Agreement (Envista Holdings Corp), Registration Rights Agreement (Envista Holdings Corp)
SEC Form. Except as set forth in the next sentence, SpinCo Spinco shall use its reasonable best efforts to cause Demand Registrations to be Registered on Form S-3 (or any successor form), and if SpinCo Spinco is not then eligible under the Securities Act to use Form S-3, Demand Registrations shall be Registered on Form S-1 (or any successor form) or Form S-4 (in the case of an Exchange Offer). If a Demand Registration is a Convertible or Exchange Registration, SpinCo Spinco shall effect such Registration on the appropriate Form under the Securities Act for such Registrations. SpinCo Spinco shall use its reasonable best efforts to become eligible to use Form S-3 and, after becoming eligible to use Form S-3, shall use its reasonable best efforts to remain so eligible. All Demand Registrations shall comply with applicable requirements of the Securities Act and, together with each Prospectus included, filed or otherwise furnished by SpinCo Spinco in connection therewith, shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
Appears in 1 contract
Samples: Stockholder’s and Registration Rights Agreement (Sandisk Corp)
SEC Form. Except as set forth in the next sentence, SpinCo Veralto shall use its reasonable best efforts to cause Demand Registrations to be Registered on Form S-3 (or any successor form), and if SpinCo Veralto is not then eligible under the Securities Act to use Form S-3, Demand Registrations shall be Registered on Form S-1 (or any successor form) or Form S-4 (in the case of an Exchange Offer). If a Demand Registration is a Convertible or Exchange Registration, SpinCo Veralto shall effect such Registration on the appropriate Form under the Securities Act for such Registrations. SpinCo Veralto shall use its reasonable best efforts to become eligible to use Form S-3 and, after becoming eligible to use Form S-3, shall use its reasonable best efforts to remain so eligible. All Demand Registrations shall comply with applicable requirements of the Securities Act and, together with each Prospectus included, filed or otherwise furnished by SpinCo Veralto in connection therewith, shall not contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
Appears in 1 contract
Samples: Stockholder’s and Registration Rights Agreement (Veralto Corp)