Securities Held by the Issuer. Whenever the consent or approval of Holders of a specified percentage of principal amount of Securities is required hereunder, Securities held by the Issuer or its affiliates (other than subsequent Holders of Securities if such subsequent Holders are deemed to be affiliates solely by reason of their holdings of such Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Securities Held by the Issuer or any of its Affiliates. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Issuer or any of its affiliates (as such term is defined in Rule 405 under the Securities Act) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Securities Held by the Issuer. Whenever the consent or approval of Holders of a specified percentage of principal amount of Securities is required hereunder, Securities held by the Issuer or its affiliates (other than subsequent Holders of Securities if such subsequent Holders are deemed to be affiliates solely by reason of their holdings of such Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Issuer a counterpart hereof, whereupon this instrument, along with all counterparts, will become a binding agreement among the several Initial Purchasers, the Issuer and the Guarantors in accordance with its terms. Very truly yours, UR Financing Escrow Corporation By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer Xxxxxx Xxxxxxx & Co. LLC Acting on behalf of itself and as a Representative of the several Initial Purchasers. By: Xxxxxx Xxxxxxx & Co. LLC By: /s/ Xxxxxxxx Xxxxx Name: Xxxxxxxx Xxxxx Title: Vice President Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Acting on behalf of itself and as a Representative of the several Initial Purchasers. By: Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated By: /s/ Xxxx X. Kushemba Name: Xxxx X. Kushemba Title: Director Xxxxx Fargo Securities, LLC Acting on behalf of itself and as a Representative of the several Initial Purchasers. By: Xxxxx Fargo Securities, LLC By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Managing Director ANNEX A Each broker-dealer that receives Exchange Securities for its own account pursuant to the Exchange Offer must acknowledge that it will deliver a prospectus in connection with any resale of such Exchange Securities. The Letter of Transmittal states that by so acknowledging and by delivering a prospectus, a broker-dealer will not be deemed to admit that it is an “underwriter” within the meaning of the Securities Act. This Prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of Exchange Securities received in exchange for Initial Securities where such Initial Securities were acquired by such broker-dealer as a result of market-making activities or other trading activities. The Issuer and the Guarantors have agreed to use commercially reasonable efforts to amend and supplement the prospectus cont...
Securities Held by the Issuer. Whenever the consent or approval of Holders of a specified percentage of principal amount of Securities is required hereunder, Securities held by the Issuer or its affiliates (other than subsequent Holders of Securities if such subsequent Holders are deemed to be affiliates solely by reason of their holdings of such Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Issuer a counterpart hereof, whereupon this instrument, along with all counterparts, will become a binding agreement among the several Initial Purchasers and the Issuer in accordance with its terms. Very truly yours, WINSTAR COMMUNICATIONS, INC., By: Name: Title: The foregoing Registration Rights Agreement is hereby confirmed and accepted as of the date first above written. CREDIT SUISSE FIRST BOSTON CORPORATION BT XXXX XXXXX INCORPORATED By: CREDIT SUISSE FIRST BOSTON CORPORATION By: Name: Title: ANNEX A Each broker-dealer that receives Exchange Securities for its own account pursuant to an Exchange Offer must acknowledge that it will deliver a prospectus in connection with any resale of such Exchange Securities. The Letter of Transmittal states that by so acknowledging and by delivering a prospectus, a broker-dealer will not be deemed to admit that it is an "underwriter" within the meaning of the Securities Act. This Prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of Exchange Securities received in exchange for Notes where such Notes were acquired by such broker-dealer as a result of market-making activities or other trading activities. The Issuer has agreed that, for a period of 180 days after the Expiration Date (as defined herein), they will make this Prospectus available to any broker-dealer for use in connection with any such resale. See "Plan of Distribution." ANNEX B Each broker-dealer that receives Exchange Securities for its own account in exchange for Notes, where such Notes were acquired by such broker-dealer as a result of market-making activities or other trading activities, must acknowledge that it will deliver a prospectus in connection with any resale of such Exchange Securities. See "Plan of Distribution." ANNEX C PLAN OF DISTRIBUTION
Securities Held by the Issuer. THE GUARANTOR OR THEIR RESPECTIVE AFFILIATES. Whenever the consent or approval of Holders of a specified percentage of Transfer Restricted Securities is required hereunder, Transfer Restricted Securities held by the Issuer, the Guarantor, or their respective affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Transfer Restricted Securities if such subsequent Holders are deemed to be affiliates solely by reason of their holdings of such Transfer Restricted Securities), shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Securities Held by the Issuer. Whenever the consent or approval of Holders of a specified percentage of principal amount of Securities is required hereunder, Securities held by the Issuer or its affiliates (including the Guarantors) (other than subsequent Holders of Securities if such subsequent Holders are deemed to be affiliates solely by reason of their holdings of such Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Issuer and the Guarantors a counterpart hereof, whereupon this instrument, along with all counterparts, will become a binding agreement between the Purchasers and the Issuer and the Guarantors in accordance with its terms. Very truly yours, WILLIAMS SCOTSMAN, INC. By: /s/ Xxxx X. Cantlin --------------------------------------- Name: John C. Cantlin Title: Chief Xxxxxxxxx Xxxxxer and Senior Vice President EVERGREEN MOBILE COMPANY By: /s/ John C. Cantlin --------------------------------------- Name: John C. Cantlin Title: Chief Xxxxxxxxx Xxxxxer and Treasurer SPACE MASTER INTERNATIONAL, INC. By: /s/ John C. Cantlin --------------------------------------- Name: John C. Cantlin Title: Chief Xxxxxxxxx Xxxxxer and Treasurer TRUCK & TRAILER SALES, INC. By: /s/ John C. Cantlin --------------------------------------- Name: John C. Cantlin Title: Chief Xxxxxxxxx Xxxxxer and Treasurer WILLSCOT EQUIPMENT, LLC By: /s/ John C. Cantlin --------------------------------------- Name: John C. Cantlin Title: Chief Xxxxxxxxx Xxxxxtive WILLIAMS SCOTSMAN OF CANADA, INC. Xx: /x/ John C. Cantlin --------------------------------------- Name: John C. Cantlin Title: Chief Xxxxxxxxx Xxxxxer and Senior Vice President Accepted as of the date hereof Deutsche Bank Securities Inc. Banc of America Securities LLC CIBC World Markets Corp. Fleet Securities, Inc. Acting severally on behalf of themselves and the several Purchasers By: Deutsche Bank Securities Inc. By: /s/ John C. Cushman ------------------------------ Name: John C. Cushman Title: Director Xx: /s/ Thomas Krauss ------------------------------ Name: Thomas Krauss Title: Vice President ANNEX A Each broker-dealer that receives Exchange Notes for its own account pursuant to the Exchange Offer must acknowledge that it will deliver a prospectus in connection with any resale of such Exchange Notes. The Letter of Transmittal states that by so acknowledging and by ...
