Common use of Shelf Registration Statement Clause in Contracts

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer pursuant to Section 4(b)), and pursuant thereto the Issuer and the Guarantors shall prepare and file with the SEC a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 7 contracts

Samples: Registration Rights Agreement (Vector Group LTD), Registration Rights Agreement (Vector Group LTD), Registration Rights Agreement (Vector Group LTD)

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Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Subsidiary Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Subsidiary Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 7 contracts

Samples: Quarterly Report, Registration Rights Agreement (Argo Ii LLC), Registration Rights Agreement (El Paso Energy Partners Deepwater LLC)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register the Series B Notes and the related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 6 contracts

Samples: Registration Rights Agreement (Waste Services, Inc.), Registration Rights Agreement (Capital Environmental Resource Inc), Purchase Agreement (NRG Energy Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 6 contracts

Samples: Registration Rights Agreement (Insight Health Services Holdings Corp), Note Purchase Agreement (Jw Childs Equity Partners Ii Lp), Registration Rights Agreement (IMI of Arlington, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 4 contracts

Samples: Registration Rights Agreement (Puretec Corp), Registration Rights Agreement (Lyondell Chemical Co), Registration Rights Agreement (Lyondell Chemical Nederland LTD)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 4 contracts

Samples: Registration Rights Agreement (Allied Waste Industries Inc), Registration Rights Agreement (Allied Waste Industries Inc), Registration Rights Agreement (Allied Waste Industries Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 4 contracts

Samples: Registration Rights Agreement (Itron Inc /Wa/), Registration Rights Agreement (Haights Cross Communications Inc), Registration Rights Agreement (Stratosphere Leasing, LLC)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Shelf Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of request, to any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Initial Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Initial Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Initial Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 4 contracts

Samples: Registration Rights Agreement (Wynn Las Vegas LLC), Registration Rights Agreement (Wynn Resorts LTD), Registration Rights Agreement (Wynn Resorts LTD)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 4 contracts

Samples: Registration Rights Agreement (Falcon Products Inc /De/), Registration Rights Agreement (Emmis 105 5 Fm Radio License Corp of Terre Haute), Registration Rights Agreement (Pharmerica Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc), Registration Rights Agreement (Hovnanian Enterprises Inc), Registration Rights Agreement (Merrill Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Herbst Gaming Inc), Purchase Agreement (Herbst Gaming Inc), Registration Rights Agreement (Herbst Gaming Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Corrections Corp of America), Registration Rights Agreement (Corrections Corp of America), Registration Rights Agreement (Corrections Corp of America)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all of their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Del Laboratories Inc), Registration Rights Agreement (Superior Energy Services Inc), Registration Rights Agreement (Del Pharmaceuticals, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all their commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the such names as such purchaser(s) purchasers shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (General Motors Financial Company, Inc.), Registration Rights Agreement (General Motors Financial Company, Inc.), Registration Rights Agreement (General Motors Financial Company, Inc.)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer and the Guarantors shall: Company shall (i) (x) comply with all the provisions of Section 6(c) below and (y) use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Psinet Inc), Registration Rights Agreement (Psinet Inc), Registration Rights Agreement (Psinet Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Company shall: (i) comply with all the provisions of Section 6(c) below and use all of its commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes or PIK Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes or PIK Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Innophos Investment Holdings, Inc.), Registration Rights Agreement (Ntelos Holdings Corp), Registration Rights Agreement (Innophos, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Company shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially its reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Windsor Woodmont Black Hawk Resort Corp), Registration Rights Agreement (Pac-West Telecomm Inc), Registration Rights Agreement (Pac-West Telecomm Inc)

Shelf Registration Statement. (i) In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) shall comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Wci Communities Inc), Registration Rights Agreement (Communities Home Builders Inc), Registration Rights Agreement (Wci Communities Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Issuers shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Issuers will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Insight Capital Inc), Registration Rights Agreement (Insight Midwest Lp), Registration Rights Agreement (Insight Capital Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Issuers shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Issuers will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available to the Issuers for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any the Shelf Registration Statement contemplated by this AgreementStatement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 3 contracts

Samples: Registration Rights Agreement (Equistar Funding Corp), Registration Rights Agreement (Lyondell Chemical Co), Registration Rights Agreement (Equistar Chemicals Lp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially its reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Formica Corp), Registration Rights Agreement (Insilco Corp/De/)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Murray Pacific), Registration Rights Agreement (Real Mex Restaurants, Inc.)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer Company and the Guarantors shall: (i) shall comply with all the provisions of Section 6(c) below and shall use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will (i) prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Anthony Crane Holdings Capital Corp), Registration Rights Agreement (Anthony Crane Sales & Leasing Lp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser Purchasers of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(sPurchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(sPurchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Mg Waldbaum Co), Registration Rights Agreement (Mg Waldbaum Co)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor(s) shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor(s) will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ubiquitel Inc), Registration Rights Agreement (Ubiquitel Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Herbst Gaming Inc), Registration Rights Agreement (Herbst Gaming Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and (d) below and use all their commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vought Aircraft Industries Inc), Registration Rights Agreement (K&f Industries Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (United Musical Instruments Usa Inc), Purchase Agreement (United Musical Instruments Usa Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all of their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (HNS Finance Corp.), Registration Rights Agreement (Hughes Communications, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and (d) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (UCI Holdco, Inc.), Registration Rights Agreement (Chefford Master Manufacturing Co Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Genesis Healthcare Corp), Registration Rights Agreement (Neighborcare Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer and the Guarantors shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Decrane Aircraft Holdings Inc), Registration Rights Agreement (Audio International Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto thereto, the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers and the Guarantors shall register the Series B Notes and the related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Worldspan L P), Registration Rights Agreement (Ws Financing Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc), Registration Rights Agreement (Hovnanian Enterprises Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Company shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors Company shall prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (El Pollo Loco, Inc.), Registration Rights Agreement (EPL Intermediate, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (American Cellular Corp /De/), Registration Rights Agreement (Dobson Communications Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series Senior A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series Senior B Notes having an aggregate principal amount equal to the aggregate principal amount of Series Senior A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series Senior B Notes on the Shelf Registration Statement for this purpose and issue the Series Senior B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc), Registration Rights Agreement (Hovnanian Enterprises Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate; provided that the Company shall not be required to pay duplicate registration filing fees to the Commission when registering Series B Notes previously registered as Series A Notes. The Company shall use its best efforts to cause the CUSIP Service Bureau to issue the same CUSIP No. for the Series A Notes sold pursuant to the Shelf Registration Statement and the Series B Notes.

Appears in 2 contracts

Samples: Registration Rights Agreement (Musicland Stores Corp), Registration Rights Agreement (Musicland Group Inc /De)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor shall: (i) comply with all the provisions of Section 6(c) below and use all of their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Innophos, Inc.), Registration Rights Agreement (Innophos Investment Holdings, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section Sections 6(c) and 6(d) hereof and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Verasun Energy Corp), Registration Rights Agreement (Verasun Energy Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all their commercially reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Parker Drilling Co /De/), Registration Rights Agreement (Parker Drilling Co /De/)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: : (i) comply with all the provisions of Section 6(c) below and shall use all commercially reasonable their best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and hereof and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Echostar DBS Corp), Registration Rights Agreement (Echostar DBS Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Juno Lighting Inc), Registration Rights Agreement (Allotech International Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all their respective commercially reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer pursuant to Section 4(b))thereof, and pursuant thereto thereto, the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 2 contracts

Samples: Registration Rights Agreement (Broder Bros Co), Registration Rights Agreement (Broder Bros Co)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Partnership shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Partnership pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Partnership will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall comply as to form in all material respects with the requirements of the applicable form and include all financial statements required to be filed therewith and be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Senior Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B New Senior Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Senior Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Partnership for cancellation; the Issuer Partnership shall register the Series B New Senior Notes on the Shelf Registration Statement for this purpose and issue the Series B New Senior Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Arden Realty LTD)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section Sections 6(c) and 6(d) hereof and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (U.S. Shipping Partners L.P.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, Fincx xxx the Issuer and the Guarantors shall: Company shall (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto Fincx xxx the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and hereof and (ii) issue, upon the request of any Holder or purchaser of Series A Restricted Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Restricted Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (R&b Falcon Corp)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer and the Guarantors Issuers shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Issuers will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Insight Capital Inc)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer and the Guarantors Company shall: (i) comply with all the provisions of Section 6(c7(c) below and use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Xm Satellite Radio Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the such names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Americredit Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Issuers shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable ---- their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and ---- pursuant thereto the Issuer and the Guarantors shall Issuers will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Project Orange Capital Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Isp Minerals LLC)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall:, subject to the provisions of Section 5(b) hereof, (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Transfer-Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Securities Act, which form shall be available for the sale of the Transfer Transfer-Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on in the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Iron Mountain Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all of their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Wta Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Newcor Inc)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Tri City Dialysis Center Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and (d) below and use all their commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; provided that such Holder provides all documentation reasonably requested by the Issuer Issuers in connection with such issuance; the Issuers and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Mobile Storage Group Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available to the Company for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Initial Notes covered by any the Shelf Registration Statement contemplated by this AgreementStatement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Lyondell Chemical Nederland LTD)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Condor Systems Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)), and pursuant thereto the Issuer Issuers and the Guarantors shall prepare and file with the SEC a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Interdent Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A A-1 Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A A-1 Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Isp Chemicals Inc /Ny/)

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Shelf Registration Statement. (i) In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: shall (ix) comply with all the provisions of Section 6(c) below and (y) use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) The Company shall issue, upon the request of any Holder (after having sold the Senior Notes) or purchaser of Series A Senior Notes (who can receive the New Senior Notes) covered by any Shelf Registration Statement contemplated by this Agreement, Series B New Senior Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Senior Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B New Senior Notes on in the Shelf Registration Statement for this purpose and issue the Series B Notes to name of the purchaser(s) of who purchased securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designateStatement.

Appears in 1 contract

Samples: Registration Rights Agreement (Phase Metrics Inc)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Just for Feet Specialty Stores Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of issue to any Holder or purchaser of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B upon the request of any such Holder or purchaser, registered Initial Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement cancellation in the names as such purchaser(s) Holder or purchaser shall designate; provided, that such purchaser provides all documentation reasonably requested by the Issuers in connection with such issuance.

Appears in 1 contract

Samples: Registration Rights Agreement (American Realty Capital Properties, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and (d) below and use all their commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Ormat Funding Corp.)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer and the Guarantors Company shall: (i) comply with all the provisions of Section 6(c) and below; (ii) use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (iiiii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Jorgensen Earle M Co /De/)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Stats Chippac Ltd.)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer Company and the Guarantors shall: : (i) comply with all the provisions of Section 6(c) below and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: A/B Exchange Registration Rights Agreement (Unwired Telecom Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes and related Guarantees having an aggregate principal amount equal to the aggregate principal amount of Series A Notes and related Guarantees sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register Exchange Notes and the Series B Notes related Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes and the related Guarantees to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Waste Management Holdings Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Company shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall any Guarantor(s), if any, will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Luiginos Inc)

Shelf Registration Statement. (i) In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: Company shall (ix) comply with all the provisions of Section 6(c) below and (y) use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall Company will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Gothic Energy Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors Issuers shall: (i) comply with all the provisions of Section 6(c) hereof and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors Issuers shall prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Hammons John Q Hotels Lp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto thereto, the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register the Series B Notes and the related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Rent a Center Inc De)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Gurantors will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the such names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Americredit Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Aerolink International Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser purchaser(s) of Series A Initial Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Initial Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Horizon PCS Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section Sections 6(c) and 6(d) below and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of register Series A Notes covered by and the related Subsidiary Guarantees on any Shelf Registration Statement contemplated by this Agreement, and issue Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer shall register the Series B any purchaser of such Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) Holder or purchaser shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Park Ohio Holdings Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply in all material respects with all the provisions of Section 6(c) below and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file cause to be filed with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Autotote Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor shall: (i) comply with all the provisions of Section 6(c7(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Xm Satellite Radio Holdings Inc)

Shelf Registration Statement. In connection with the Shelf ---------------------------- Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Appleton Papers Inc/Wi)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Senior Subordinated Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Senior Subordinated Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Senior Subordinated Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Senior Subordinated Notes on the Shelf Registration Statement for this purpose and issue the Series B Senior Subordinated Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Finco and the Guarantors shall: Company shall (i) comply with all the provisions of Section xx Xxction 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Finco and the Guarantors shall Company will prepare and file with the SEC a Registration Commission x Xxgistration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and hereof and (ii) issue, upon the request of any Holder or purchaser of Series A Restricted Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Restricted Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (R&b Falcon Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and (d) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; provided that such Holder provides all documentation reasonably requested by the Issuer Company in connection with such issuance; the Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Local Insight Yellow Pages, Inc.)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series Subordinated A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series Subordinated B Notes having an aggregate principal amount equal to the aggregate principal amount of Series Subordinated A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series Subordinated B Notes on the Shelf Registration Statement for this purpose and issue the Series Subordinated B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Senior Subordinated Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Senior Subordinated Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Albecca Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: (i) comply with all of the provisions of Section 6(c) hereof and use all commercially reasonable its best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer pursuant to Section 4(b)) hereof), and pursuant thereto thereto, the Issuer and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods specified and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (River Rock Entertainment Authority)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: shall (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method 8 10 or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and hereof and (ii) issue, upon the request of any Holder or purchaser of Series A Restricted Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Restricted Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Exchange Notes on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Schuff Steel Co)

Shelf Registration Statement. (i) In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) shall comply in all material respects with all the provisions of Section 6(c) below and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Omnicare Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all their commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Danka Business Systems PLC)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially their reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Quail Usa LLC)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply subject to Section 6(d) hereof, comply, in all material respects, with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B cause to be issued New Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B resale of the Notes on the Shelf Registration Statement for this purpose and issue cause the Series B New Notes that have been registered under the Shelf Registration Statement to be issued to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Key Energy Services Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Issuers and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Issuers pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Issuers and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Issuers for cancellation; the Issuer . The Issuers shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (HCS Ii Inc)

Shelf Registration Statement. In connection with the Shelf Registration ---------------------------- Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all their respective commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Rotech Healthcare Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and. (ii) issue, upon the request of any Holder or purchaser of Series A Senior Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Senior Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Senior Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Senior Notes on the Shelf Registration Statement for this purpose and issue the Series B Senior Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Hovnanian Enterprises Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) and 6(d) below and use all commercially reasonable efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Exchange Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company and the Guarantors shall register Exchange Notes and the Series B Notes related Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Exchange Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Trico Marine Services Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes and the Subsidiary Guarantees on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (National Wine & Spirits Inc)

Shelf Registration Statement. (i) In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) shall comply with all the provisions of Section 6(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.and

Appears in 1 contract

Samples: Registration Rights Agreement (Wci Capital Corp)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors Guarantor shall: (i) comply with all the provisions of Section 6(c7(c) below and use all commercially their respective reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall Guarantor will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Xm Satellite Radio Holdings Inc)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially its reasonable best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; , and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer for cancellation; the Issuer shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) purchasers of securities subject to the Shelf Registration Statement in the names as such purchaser(s) purchasers shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (International Specialty Products Inc /New/)

Shelf Registration Statement. In connection with the Shelf Registration Statement, the Issuer Company and the Guarantors shall: (i) comply with all the provisions of Section 6(c) below and use all commercially reasonable their respective best efforts to effect such registration to permit the sale of the Transfer Restricted Securities being sold in accordance with the intended method or methods of distribution thereof (as indicated in the information furnished to the Issuer Company pursuant to Section 4(b)) hereof), and pursuant thereto the Issuer Company and the Guarantors shall will prepare and file with the SEC Commission a Registration Statement relating to the registration on any appropriate form under the Act, which form shall be available for the sale of the Transfer Restricted Securities in accordance with the intended method or methods of distribution thereof within the time periods and otherwise in accordance with the provisions hereof; and (ii) issue, upon the request of any Holder or purchaser of Series A Notes covered by any Shelf Registration Statement contemplated by this Agreement, Series B Notes having an aggregate principal amount equal to the aggregate principal amount of Series A Notes sold pursuant to the Shelf Registration Statement and surrendered to the Issuer Company for cancellation; the Issuer Company shall register the Series B Notes on the Shelf Registration Statement for this purpose and issue the Series B Notes to the purchaser(s) of securities subject to the Shelf Registration Statement in the names as such purchaser(s) shall designate.

Appears in 1 contract

Samples: Registration Rights Agreement (Iae Inc)

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