Common use of Securities Law Registration Clause in Contracts

Securities Law Registration. ‌ It is intended that the Unsecured Claims Trust Interests shall not constitute “securities” under applicable laws, but none of the Parties hereto represent or warrant that such rights shall not be securities or shall be entitled to exemption from registration under applicable securities laws. To the extent the Unsecured Claims Trust Interests hereunder are deemed to be “securities,” the issuance of Unsecured Claims Trust Interests (and any redistribution of any of the foregoing pursuant to the Plan or otherwise) shall be exempt, pursuant to section 1145 of the Bankruptcy Code, from registration under the Securities Act of 1933, as amended (the “Securities Act”), and any applicable state and local laws requiring registration of securities. If the Unsecured Claims Trustee determines, with the advice of counsel, that the Unsecured Claims Trust is required to comply with registration and/or reporting requirements of the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), or the Investment Company Act of 1940, as amended (the “Investment Company Act”), then the Unsecured Claims Trustee shall, after consultation with the Unsecured Claims Trust Board, take any and all actions to comply with such registration and reporting requirements, if any, and file reports with the Securities and Exchange Commission (the “SEC”) to the extent required by applicable law. Notwithstanding the foregoing procedure, nothing herein shall be deemed to preclude the Unsecured Claims Trust Board and the Unsecured Claims Trustee from amending this Unsecured Claims Trust Agreement to make such changes as are deemed necessary or appropriate by the Unsecured Claims Trustee, with the advice of counsel, to ensure that the Unsecured Claims Trust is not subject to registration and/or reporting requirements of the Securities Act, the Exchange Act, the Trust Indenture Act or the Investment Company Act.

Securities Law Registration. ‌ It is intended that the Unsecured Claims Litigation Trust Interests and the entitlements hereunder, if any, of the holders of Allowed Prepetition Credit Agreement Claims with respect to the Initial Litigation Trust Funds, shall not constitute “securities.” under applicable laws, but none of the Parties hereto represent or warrant that such rights shall not be securities or shall be entitled to exemption from registration under applicable securities laws. To the extent the Unsecured Claims Litigation Trust Interests hereunder or the entitlements of the holders of Allowed Prepetition Credit Agreement Claims are deemed to be “securities,” the issuance of Litigation Trust Interests to holders of Allowed Prepetition Credit Agreement Claims and Allowed FairPoint Communications Unsecured Claims Trust Interests or the issuance to the holders of Allowed Prepetition Credit Agreement Claims of any entitlements hereunder or under the Plan (and any redistribution of any of the foregoing pursuant to the Plan or otherwise) shall be exempt, pursuant to section 1145 of the Bankruptcy Code, from registration under the Securities Act of 1933, as amended (the “Securities Act”), and any applicable state and local laws requiring registration of securities. If the Unsecured Claims Litigation Trustee determines, with the advice of counsel, that the Unsecured Claims Litigation Trust is required to comply with registration and/or reporting requirements of the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), or the Investment Company Act of 1940, as amended (the “Investment Company Act”), then the Unsecured Claims Litigation Trustee shall, after consultation with the Unsecured Claims Trust Board, shall take any and all actions to comply with such registration and reporting requirements, if any, and file reports with the Securities and Exchange Commission (the “SEC”) to the extent required by applicable law. Notwithstanding the foregoing procedure, nothing herein shall be deemed to preclude the Unsecured Claims Trust Board and the Unsecured Claims Litigation Trustee from amending this Unsecured Claims Trust Agreement to make such changes as are deemed necessary or appropriate by the Unsecured Claims Litigation Trustee, with the advice of counsel, to ensure that the Unsecured Claims Litigation Trust is not subject to registration and/or reporting requirements of the Securities Act, the Exchange Act, the Trust Indenture Act or the Investment Company Act, except that no amendment to this Agreement may be made which would not be permitted by Article 11 of this Agreement.

Securities Law Registration. ‌ It is intended that the Unsecured Claims Litigation Trust Interests shall not constitute “securities.” under applicable laws, but none of the Parties hereto represent or warrant that such rights shall not be securities or shall be entitled to exemption from registration under applicable securities laws. To the extent the Unsecured Claims Litigation Trust Interests hereunder are deemed to be “securities,” the issuance of Unsecured Claims Litigation Trust Interests to Litigation Trust Beneficiaries hereunder or under the Plan (and any redistribution of any of the foregoing pursuant to the Plan or otherwise) shall be exempt, exempt from the prospectus and registration requirements of any applicable provincial laws pursuant to section 1145 2.11 of the Bankruptcy Code, from registration under the Securities Act of 1933, as amended (the “Securities Act”), National Instrument 45-106 – Prospectus and any applicable state and local laws requiring registration of securitiesRegistration Exemptions. If the Unsecured Claims Litigation Trustee determines, with the advice of counsel, that the Unsecured Claims Litigation Trust is required to comply with registration and/or reporting requirements of the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), or the Investment Company Act of 1940, as amended (the “Investment Company Act”)any applicable securities laws, then the Unsecured Claims Litigation Trustee shall, after consultation with the Unsecured Claims Litigation Trust Board, take any and all actions to comply with such registration and reporting requirements, if any, and file reports with the Securities and Exchange Commission (the “SEC”) to the extent required by applicable law. Notwithstanding the foregoing procedureforegoing, nothing herein shall be deemed to preclude the Unsecured Claims Litigation Trust Board and the Unsecured Claims Litigation Trustee from amending this Unsecured Claims Trust Agreement to make such changes as are deemed necessary or appropriate by the Unsecured Claims Litigation Trustee, with the advice of counsel, to ensure that the Unsecured Claims Litigation Trust is not subject to any such registration and/or reporting requirements of the Securities Act, the Exchange Act, the Trust Indenture Act or the Investment Company Actrequirements.

Securities Law Registration. ‌ It is intended that the Unsecured Claims Trust Interests shall not constitute “securities” under applicable laws, but none of the Parties hereto represent or warrant that such rights shall not be securities or shall be entitled to exemption from registration under applicable securities laws. To the extent that the Unsecured Claims Private Actions Trust Beneficial Interests hereunder (or any underlying economic or other interest or part thereof) are deemed to be “securities,” the issuance of Unsecured Claims Private Actions Trust Beneficial Interests (and any redistribution of any of the foregoing pursuant to under the Plan or otherwise) shall be exempt, pursuant to section 1145 of the Bankruptcy Code, from registration under the Securities Act of 1933, as amended (the “Securities Act”), and any applicable state and local laws requiring registration of securities. If the Unsecured Claims Private Actions Trustee determines, with the advice of counsel, that the Unsecured Claims Private Actions Trust is required to comply with registration and/or and reporting requirements of the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), or the Investment Company Act of 1940, as amended (the “Investment Company Act”), then the Unsecured Claims Private Actions Trustee shall, after consultation with the Unsecured Claims Trust Board, shall take any and all actions to comply with such registration and reporting requirements, if any, and file periodic reports with the Securities and Exchange Commission (the “SEC”) after the filing of a motion with the Bankruptcy Court seeking approval to do so, and the extent required by applicable lawentry of a Final Order of the Bankruptcy Court so directing. Notwithstanding the foregoing procedure, nothing herein if the Private Actions Trustee determines, with the advice of counsel, that the Private Actions Trust is required to comply with the registration and reporting requirements of the Exchange Act or the Investment Company Act, then prior to the registration of the Private Actions Trust under the Exchange Act or the Investment Company Act, the Private Actions Trustee in consultation with the Trust Oversight Committee shall be deemed seek to preclude the Unsecured Claims Trust Board and the Unsecured Claims Trustee from amending amend this Unsecured Claims Trust Agreement to make such changes as are deemed necessary or appropriate by the Unsecured Claims Trustee, with the advice of counsel, to ensure that neither the Unsecured Claims Private Actions Trust nor the Private Actions Trust Beneficial Interests (or any underlying economic or other interest or part thereof) is not subject to registration and/or or reporting requirements of the Securities Act, the Exchange Act, the Trust Indenture Act or the Investment Company Act, and this Agreement, as so amended, shall be effective after notice and opportunity for a hearing provided to the Post Effective Date Service List (as defined in Section 11.6), and the entry of a Final Order of the Bankruptcy Court. If the Agreement, as amended, is not approved by Final Order of the Bankruptcy Court or the Bankruptcy Court otherwise determines in a Final Order that registration under one or both of the Exchange Act or Investment Company Act is required, then the Private Actions Trustee shall take such actions as may be required to satisfy the registration and reporting requirements of the Exchange Act and/or the Investment Company Act, as applicable.

Securities Law Registration. ‌ It is intended that the Unsecured Claims Litigation Trust Interests and the entitlements hereunder, if any, of Litigation Trust Beneficiaries, shall not constitute “securities.” under applicable laws, but none of the Parties hereto represent or warrant that such rights shall not be securities or shall be entitled to exemption from registration under applicable securities laws. To the extent the Unsecured Claims Litigation Trust Interests hereunder or the entitlements of Litigation Trust Beneficiaries are deemed to be “securities,” the issuance of Unsecured Claims Litigation Trust Interests to Litigation Trust Beneficiaries or the issuance to Litigation Trust Beneficiaries of any entitlements hereunder or under the Plan (and any redistribution of any of the foregoing pursuant to the Plan or otherwise) shall be exempt, pursuant to section 1145 of the Bankruptcy Code, from registration under the Securities Act of 1933, as amended (the “Securities Act”), and any applicable state and local laws requiring registration of securities. If the Unsecured Claims Trustee determines, with the advice of counsel, that the Unsecured Claims Litigation Trust is required to comply with registration and/or reporting requirements of the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), or the Investment Company Act of 1940, as amended (the “Investment Company Act”), then the Unsecured Claims Trustee shall, after consultation with the Unsecured Claims Trust Board, shall take any and all actions to comply with such registration and reporting requirements, if any, and file reports with the Securities and Exchange Commission (the “SEC”) to the extent required by applicable law. Notwithstanding the foregoing procedure, nothing herein shall be deemed to preclude the Unsecured Claims Trust Board and the Unsecured Claims Trustee from amending this Unsecured Claims Trust Agreement to make such changes as are deemed necessary or appropriate by the Unsecured Claims Trustee, with the advice of counsel, to ensure that the Unsecured Claims Litigation Trust is not subject to registration and/or reporting requirements of the Securities Act, the Exchange Act, the Trust Indenture Act or the Investment Company Act., except that no amendment to this Agreement may be made which would not be permitted by Article 11 of this Agreement.‌

Securities Law Registration. ‌ It is intended that the Unsecured Claims Litigation Trust Interests and the entitlements hereunder, if any, of the Litigation Trust Beneficiaries, shall not constitute “securities.” under applicable laws, but none of the Parties hereto represent or warrant that such rights shall not be securities or shall be entitled to exemption from registration under applicable securities laws. To the extent the Unsecured Claims Litigation Trust Interests hereunder or the entitlements of the Litigation Trust Beneficiaries are deemed to be “securities,” the issuance of Unsecured Claims Litigation Trust Interests to Litigation Trust Beneficiaries or the issuance to Litigation Trust Beneficiaries of any entitlements hereunder or under the Plan (and any redistribution of any of the foregoing pursuant to the Plan or otherwise) shall be exempt, pursuant to section 1145 of the Bankruptcy Code, from registration under the Securities Act of 1933, as amended (the “Securities Act”), and any applicable state and local laws requiring registration of securities. If the Unsecured Claims Trustee determines, with the advice of counsel, that the Unsecured Claims Litigation Trust is required to comply with registration and/or reporting requirements of the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), or the Investment Company Act of 1940, as amended (the “Investment Company Act”), then the Unsecured Claims Trustee shall, after consultation with the Unsecured Claims Trust Board, shall take any and all actions to comply with such registration and reporting requirements, if any, and file reports with the Securities and Exchange Commission (the “SEC”) to the extent required by applicable law. Notwithstanding the foregoing procedure, nothing herein shall be deemed to preclude the Unsecured Claims Trust Board and the Unsecured Claims Trustee from amending this Unsecured Claims Trust Agreement to make such changes as are deemed necessary or appropriate by the Unsecured Claims Trustee, with the advice of counsel, to ensure that the Unsecured Claims Litigation Trust is not subject to registration and/or reporting requirements of the Securities Act, the Exchange Act, the Trust Indenture Act or the Investment Company Act, except that no amendment to this Agreement may be made which would not be permitted by Article 11 of this Agreement.