Common use of Subsequent Shelf Registrations Clause in Contracts

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall use its commercially reasonable efforts to, within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional a separate “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Shelf Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or and any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period period described in Section 3(a) (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration Statement in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement shelf registration statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Registration Statement or any earlier Registration Statement (a “Subsequent Shelf RegistrationRegistration Statement”). If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable best efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a during the period equal to the number of days described in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effectiveSection 3(a). As used herein the term “Shelf RegistrationRegistration Statement” means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statements.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company The Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration Statement in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “covered by and not sold under the Initial Shelf Registration Statement or an earlier Subsequent Shelf Registration”Registration Statement (each, a "Subsequent Shelf Registration Statement"). If a Subsequent Shelf Registration Statement is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration Statement to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration ------------------------------ Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of Effective Date, the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts Registrants may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Initial Securities pursuant to Rule 415 covering all of the such Registrable Notes Securities remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent --------------------------------------- Shelf Registration Statement is fileddeclared effective, Parent and the Company Registrants shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number remaining length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement. As used herein herein, the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of Period, the sale of all of the securities registered thereunder), Parent Partnership and the Company Parent shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent the Partnership and the Company Parent shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number remainder of days in the Effectiveness Period less (except that clause (ii) of the aggregate number definition of days during which Effectiveness Period for such purposes shall mean the Initial date when all of the Notes have been sold under a Shelf Registration or any Subsequent Shelf Registration was previously continuously effectiveStatement). As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Initial Shelf Registration or any subsequent Shelf Registration, as the case may be, in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective; provided, however, that such period shall not exceed two years from the Closing Date. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration and the term "Shelf Registration Statement" means any Registration Statement filed in connection with a Shelf Registration.

Subsequent Shelf Registrations. If the Initial Shelf Registration ------------------------------ or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a "Subsequent ---------- Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company ------------------ shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and ------------------ any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Transfer Restricted Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf RegistrationRegistration Statement” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor Guarantor, if any, to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor Guarantor, if any, to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor Guarantor, if any, to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale thereunder of all of the securities registered thereunderthereunder or there are no longer any Registrable Securities outstanding), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Registration Statement continuously effective until the end of the Effectiveness Period or such shorter period ending when (i) all Registrable Securities have been sold in the manner set forth and as contemplated in the Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or (ii) there are no longer any Subsequent Shelf Registration was previously continuously effectiveRegistrable Securities outstanding. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration Statement in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statements.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner necessary to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than during a Blackout Period or because of the sale of all of the securities Securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their all commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration Statement in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement registration statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration Statement or any earlier Registration Statement (a “Subsequent Shelf RegistrationRegistration Statement”). If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their all commercially reasonable efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period after the Effectiveness Date (other than because of the sale of all of the securities registered thereunderRegistrable Notes covered thereby), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 60 days of such cessation of effectiveness amend such Initial Shelf Registration or Subsequent Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the such Registrable Notes remaining unsold (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Period Period, less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein herein, the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially all reasonable efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunderthereunder or because such securities cease to be outstanding), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or and any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor Guarantors to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall use its reasonable best efforts to, within 30 days of such cessation of effectiveness effectiveness, amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor Guarantors to file) an additional a separate “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Shelf Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor Guarantors to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of as soon as practicable after such cessation of effectiveness amend such the Initial Shelf Registration or such Subsequent Shelf Registration, as the case may be, in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or such earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or and any Subsequent Shelf Registration was previously continuously effective. As used herein herein, the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days 5 Business Days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each any then existing Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall use its reasonable best efforts to, within 30 days of such cessation of effectiveness effectiveness, amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional a separate “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Shelf Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially all reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 7 days of such cessation of effectiveness amend such the Shelf Registration Statement in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 the Shelf Rules covering all of the Registrable Notes Securities (a “"Subsequent Shelf Registration”)Registration Statement") to permit registration of the Registrable Securities for resale in the United States and Canada. If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective under the relevant Securities Laws as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days 5 Business Days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each any then existing Subsidiary Guarantor to file) an additional “"shelf” " Notes Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration Registrations was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial any Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunderthereunder or there ceases to be any outstanding Registrable Securities), Parent the Issuers and the Company Guarantors shall (and shall cause each other Guarantor to) use their commercially respective reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Registra­tion Statement pursuant to Rule 415 covering all of the Registrable Notes Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent the Issuers and the Company Guarantors shall (and shall cause each other Guarantor to) use their commercially respective reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon promptly as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or Registration, and any previously filed Subsequent Shelf Registration Registration, was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of a Suspension Period or the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness use their reasonable best efforts to amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective (except during any Suspension Period) for a period equal to the number remainder of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effectivePeriod. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall use their best efforts (and shall cause each other Guarantor toto use its best efforts) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Transfer Restricted Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall use their best efforts (and shall cause each other Guarantor toto use its best efforts) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration Statement in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement shelf registration statement pursuant to Rule 415 under the Securities Act covering all of the Registrable Notes covered by and not sold under the Initial Registration Statement or any earlier Registration Statement (a “Subsequent Shelf RegistrationRegistration Statement”). If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “Shelf RegistrationRegistration Statement” means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statements.

Subsequent Shelf Registrations. If the Initial Shelf Registration ------------------------------ Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of the securities registered thereunder)Effective Date, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Initial Notes pursuant to Rule 415 covering all of the such Registrable Notes remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration --------------------------------------- Statement is fileddeclared effective, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein herein, the term “"Shelf Registration” ----- Registration Statement" means the Initial Shelf Registration Statement and any ---------------------- Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of as soon as practicable after such cessation of effectiveness amend such the Initial Shelf Registration or such Subsequent Shelf Registration, as the case may be, in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “covered by and not sold under the Initial Shelf Registration or such earlier Subsequent Shelf Registration”Registration (each, a "SUBSEQUENT SHELF REGISTRATION"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or and any Subsequent Shelf Registration was previously continuously effective, or such shorter period ending when all Registrable Notes covered by such Shelf Registration have been sold in the manner set forth and as contemplated by such Shelf Registration. As used herein herein, the term “Shelf Registration” "SHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunderRegistrable Securities), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 twenty (20) days of such cessation of effectiveness (or, if the cessation of effectiveness occurs during a Deferral Period, within five Business Days of the end of such Deferral Period) amend such the Shelf Registration Statement in a manner reasonably expected by the Company to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 of the Securities Act covering all of the Registrable Notes Securities (a “Subsequent Shelf RegistrationRegistration Statement”)) to permit registration of the Registrable Securities. If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration Statement to be declared effective under the Securities Act as soon as reasonably practicable after such filing or, if filed during a Deferral Period, immediately after completion of the Deferral Period, and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to until the number end of days in the Shelf Effectiveness Period less Period; provided, however, that, unless all Registrable Securities included on the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.Shelf

Subsequent Shelf Registrations. If the Initial initial Shelf ------------------------------ Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 15 days of such cessation of effectiveness amend such the Shelf Registration Statement in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the then remaining Registrable Notes Securities (a “"Subsequent ---------- Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is ---------------------------- filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or Statement and any other Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” Registration ------------------ Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf Registrations--------- Registration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall use its commercially reasonable efforts to, within 30 days of such cessation of effectiveness effectiveness, amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional a separate “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Shelf Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial a Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during prior to the Effectiveness Period Shelf Termination Date (other than because of the sale of all of Registrable Securities covered by such Shelf Registration in the securities registered thereundermanner set forth and as contemplated in such Shelf Registration), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities which were covered by such Shelf Registration that have not been sold in the manner set forth and as contemplated in such Shelf Registration (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the such Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Registration Statement continuously effective until the Shelf Termination Date, or such shorter period ending when all Registrable Securities covered by such Shelf Registration continuously effective for a period equal to the number of days have been sold in the Effectiveness Period less the aggregate number of days during which the Initial manner set forth and as contemplated in such Shelf Registration or any Subsequent Shelf Registration was previously continuously effectivecease to be Registrable Securities. As used herein the term “Shelf Registration” means the Initial Shelf Registration Registrations and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective, or such shorter period ending when all Registrable Notes covered by such Subsequent Shelf Registration have been sold in the manner set forth and as contemplated in such Subsequent Shelf Registration. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of Effective Date, the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts Issuers may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Initial Securities pursuant to Rule 415 covering all of the such Registrable Notes Securities remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is fileddeclared effective, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein herein, the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder)Effective Period, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Securities pursuant to Rule 415 covering all of the such Registrable Notes Securities remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is fileddeclared effective, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein herein, the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or ------------------------------ any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Initial Shelf Registration or any Subsequent Shelf Registration, as the case may be, in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf ----------------------------- Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effectivePeriod. As used herein the term “"Shelf Registration” " means the ------------------ Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration and the term "Shelf Registration Statement" means any Registration Statement filed in ---------------------------- connection with a Shelf Registration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunderthereunder or because the Securities registered thereunder cease to be outstanding), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf ------------------------------ Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of as soon as practicable after such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration”Registration (each, a "SUBSEQUENT SHELF REGISTRATION"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” "SHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or ------------------------------ any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Preferred Stock (a “"Subsequent Shelf Registration”"). If a ------------------------------ Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effectiveeffective or, if less, the number of days until there are no shares of Registrable Preferred Stock outstanding. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any ------------------ Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of as soon as practicable after such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to until the number expiration of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effectivePeriod. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities Registrable Notes registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days 5 Business Days of such cessation of effectiveness amend such Shelf Registration Statement in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each any Guarantor to file) an additional “"shelf” " Notes Registration Statement pursuant to Rule 415 covering all of the Registrable Eligible Shelf Notes (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.Shelf

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuer shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration”Registration (each, a "SUBSEQUENT SHELF REGISTRATION"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” "SHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Company and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) within 30 days of such cessation of effectiveness, use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent the Company and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 60 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunderthereunder or because the Securities registered thereunder cease to be outstanding), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Company and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration”Registration (each, a "SUBSEQUENT SHELF REGISTRATION"). If a Subsequent Shelf Registration is filed, Parent the Company and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” "SHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Units (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Company and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent the Company and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness use commercially reasonable efforts to amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of the securities registered thereunder)Effective Date, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Securities pursuant to Rule 415 covering all of the such Registrable Notes Securities remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is fileddeclared effective, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.herein, the

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of Period, the sale of all of the securities registered thereunder), Parent Partnership and the Company Parent shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent the Partnership and the Company Parent shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number remainder of days in the Effectiveness Period less (except that clause (ii) of the aggregate number definition of days during which Effectiveness Period for such purposes shall mean the Initial date when all of the Notes have been sold under a Shelf Registration or any Subsequent Shelf Registration was previously continuously effectiveStatement). As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Initial Shelf Registration or any subsequent Shelf Registration, as the case may be, in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration and the term “Shelf Registration Statement” means any Registration Statement filed in connection with a Shelf Registration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner reasonably expected by the Company to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing (or if filed during a Deferral Period, after expiration of such Deferral Period) and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein herein, the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration and the term “Shelf Registration Statement” means any Registration Statement filed in connection with a Shelf Registration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of the securities registered thereunder)Effective Date, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Initial Notes pursuant to Rule 415 covering all of the such Registrable Notes remaining unsold (a “Subsequent Shelf Registration”"SUBSEQUENT SHELF REGISTRATION STATEMENT"). If a Subsequent Shelf Registration Statement is fileddeclared effective, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein herein, the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Issuer and the Company Successor shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner necessary to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent the Issuer and the Company Successor shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Registrations continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Units (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than during any Blackout Period relating to such Shelf Registration Statement, or because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each any then existing Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (a “Subsequent Shelf Registration”"SUBSEQUENT SHELF REGISTRATION"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” "SHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or or, if in the reasonable judgment of the Representative it is likely to accomplish the desired effect, file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period Period, less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration Statement in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement shelf registration statement pursuant to Rule 415 under the Securities Act covering all of the Registrable Notes covered by and not sold under the Initial Registration Statement or any earlier Registration Statement (a “Subsequent Shelf RegistrationRegistration Statement”). If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.Statement was

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other the Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each the Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other the Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of as soon as practicable after such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period (subject to reduction as provided herein) less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.or

Subsequent Shelf Registrations. If the Initial Shelf Registration ------------------------------ Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of the securities registered thereunder)Effective Date, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Initial Notes pursuant to Rule 415 covering all of the such Registrable Notes remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration --------------------------------------- Statement is fileddeclared effective, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein herein, the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf Registrations.Registration. (c)

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Co-Issuers shall (and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days Days of such cessation of effectiveness amend such Shelf Registration Statement in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement (a “Subsequent Shelf Registration Statement”) pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration Statement is filed, Parent the Co-Issuers shall (and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Issuer and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent the Issuer and the Company Subsidiary Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during prior to the Effectiveness Period Shelf Termination Date (other than because of the sale of all Registrable Notes covered by such Shelf Registration in the manner set forth and as contemplated in such Shelf Registration), each of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, thereof or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes which were covered by such Shelf Registration that have not been sold in the manner set forth and as contemplated in such Shelf Registration (a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent and each of the Company Issuers shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the such Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to until the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effectiveTermination Date. As used herein herein, the term “"Shelf Registration” " means the Initial Shelf Registration Registrations and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Entitled Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf RegistrationRegistration Statement” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and each of the Company Issuers shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “"Subsequent Shelf Registration”)") covered by but not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration. If a Subsequent Shelf Registration is filed, Parent and each of the Company Issuers shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration Registrations was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder)Period, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 ten (10) days of such cessation of effectiveness (or, if the cessation of effectiveness occurs during a Deferral Period, within three Business Days of the end of such Deferral Period) amend such the Shelf Registration Statement in a manner reasonably expected by the Company to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 of the Securities Act covering all of the Registrable Notes Securities (a “Subsequent Shelf RegistrationRegistration Statement”)) to permit registration of the Registrable Securities. If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration Statement to be declared effective under the Securities Act as soon as reasonably practicable after such filing or, if filed during a Deferral Period, immediately after completion of the Deferral Period, and to keep such Subsequent Registration Statement continuously effective until the end of the Shelf Effectiveness Period. As used herein, the term “Shelf Registration continuously effective for a period equal to Statement” means the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or Statement and any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsStatement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Shelf Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (promptly provide the Holders with written notice thereof and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 7 days of such cessation of effectiveness amend such the Shelf Registration Statement in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 the Shelf Rules covering all of the Registrable Notes Securities (a “Subsequent Shelf RegistrationRegistration Statement”)) to permit registration of the Registrable Securities for resale in the United States. If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective under the relevant Securities Laws as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their all commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their all commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Securities covered by the Initial Shelf Registration Statement and not theretofore sold (a “Subsequent Shelf Registration”"SUBSEQUENT SHELF REGISTRATION"). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” "SHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration and the term "SHELF REGISTRATION STATEMENT" means any Registration Statement filed in connection with a Shelf Registration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (immediately provide notice to the Trustee that such Initial Shelf Registration or Subsequent Shelf Registration, as the case may be, is no longer effective and each of the Issuers shall cause each other Guarantor to) use their commercially reasonable its best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes then outstanding (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and each of the Company Issuers shall (and shall cause each other Guarantor to) use their commercially reasonable its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period (the “Applicable Period”) equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Registration, or any Subsequent Shelf Registration Registrations, was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration Statement in a manner designed to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” Registration Statement " registration statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Registration Statement or any earlier Registration Statement (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement was previously continuously effective. As used herein the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statements.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company and Holdings shall (and shall cause each other Guarantor to) use their commercially reasonable respective best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or or, if in the reasonable judgment of the Representative it is likely to accomplish the desired effect, file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”)") . If a Subsequent Shelf Registration is filed, Parent and the Company and Holdings shall (and shall cause each other Guarantor to) use their commercially reasonable respective best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company Issuers shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company Issuers shall (and shall cause each other Subsidiary Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.the

Subsequent Shelf Registrations. If the Initial Shelf Registration ------------------------------ or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Company and the Company Guarantors shall (and shall cause each other Guarantor to) use their commercially respective reasonable best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 45 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent ----------------------------- the Company and the Company Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable respective best efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “"Shelf Registration” " means the ------------------ Initial Shelf Registration and any Subsequent Shelf RegistrationsRegistration.

Subsequent Shelf Registrations. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Effectiveness Effective Period (other than because of after the sale of all of the securities registered thereunder)Effective Date, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts may attempt to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness may amend such Initial Shelf Registration Statement or Subsequent Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement applicable to the Additional Securities pursuant to Rule 415 covering all of the such Registrable Notes Securities remaining unsold (a “"Subsequent Shelf Registration”Registration Statement"). If a Subsequent Shelf Registration Statement is fileddeclared effective, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially its reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period after the date of such effectiveness equal in length to the number length of days in the Effectiveness Effective Period less plus the aggregate number of days during which from the date of the order suspending the effectiveness of the Initial Shelf Registration Statement or any Subsequent Shelf Registration was previously continuously effectiveStatement to the date of the effectiveness of the Subsequent Shelf Registration Statement. As used herein herein, the term “"Shelf Registration” Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf RegistrationsRegistration Statement.

Subsequent Shelf Registrations. If the Initial initial Shelf Registration Statement or any Subsequent Shelf Registration (as defined below) Statement ceases to be effective for any reason at any time during the Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder)Period, Parent and the Company shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 ten (10) days of such cessation of effectiveness (or, if the cessation of effectiveness occurs during a Deferral Period, within three Business Days of the end of such Deferral Period) amend such the Shelf Registration Statement in a manner reasonably expected by the Company to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “"shelf” " Registration Statement pursuant to Rule 415 of the Securities Act covering all of the Registrable Notes Securities (a “"Subsequent Shelf Registration”)Registration Statement") to permit registration of the Registrable Securities. If a Subsequent Shelf Registration Statement is filed, Parent and the Company shall (and shall cause each other Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration Statement to be declared effective under the Securities Act as soon as reasonably practicable after such filing or, if filed during a Deferral Period, immediately after completion of the Deferral Period, and to keep such Subsequent Registration Statement continuously effective until the end of the Shelf Effectiveness Period. As used herein, the term "Shelf Registration continuously effective for a period equal to Statement" means the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or Statement and any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf RegistrationsStatement.

Subsequent Shelf Registrations. If the Initial Shelf Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Subsidiary Guarantor to file) an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Notes Transfer Restricted Securities (a “Subsequent Shelf Registration”). If a Subsequent Shelf Registration is filed, Parent and the Company shall (and shall cause each other Subsidiary Guarantor to) use their its commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.

Subsequent Shelf Registrations. If the Initial Shelf ------------------------------ Registration or any Subsequent Shelf Registration (as defined below) ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Parent the Company and the Company Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 days of such cessation of effectiveness amend such the Initial Shelf Registration in a manner to obtain the withdrawal of the order suspending the effectiveness thereof, or file (and cause each Guarantor to file) an additional “shelf” Shelf Registration Statement pursuant to Rule 415 covering all of the Registrable Notes covered by and not sold under the Initial Shelf Registration or an earlier Subsequent Shelf Registration (each, a “"Subsequent Shelf Registration”"). If a Subsequent Shelf Registration is filed, Parent the Company and the Company Guarantors shall (and shall cause each other Guarantor to) use their commercially reasonable efforts to cause the Subsequent Shelf Registration to be declared effective under the Securities Act as soon as practicable after such filing and to keep such Subsequent subsequent Shelf Registration continuously effective for a period equal to the number of days in the Effectiveness Period (subject to reduction as provided herein) less the aggregate number of days during which the Initial Shelf Registration or any Subsequent Shelf Registration was previously continuously effective. As used herein the term “Shelf Registration” means the Initial Shelf Registration and any Subsequent Shelf Registrations.used