Common use of The Exchange Securities Clause in Contracts

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 18 contracts

Samples: Purchase Agreement (ResCare Finance, Inc.), Purchase Agreement (National Credit & Guaranty CORP), Purchase Agreement (Energizer Holdings Inc)

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The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered in accordance with the Indenture and as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 4 contracts

Samples: Purchase Agreement (Chaparral Energy, Inc.), Purchase Agreement (Chaparral Energy, Inc.), Purchase Agreement (Triumph Tools & Supply, L.L.C.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesguarantee) will have been duly authorized by the Company and each of the Guarantors Guarantor and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the GuarantorsGuarantor, as guarantor, enforceable against the Company and each of the Guarantors Guarantor in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 3 contracts

Samples: Purchase Agreement (Edgen Murray II, L.P.), Purchase Agreement (Nebraska Book Co), Purchase Agreement (NBC Acquisition Corp)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantorguarantors, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Purchase Agreement (Ethan Allen Interiors Inc), Purchase Agreement (Quiksilver Inc)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors andGuarantorsand, when duly executed, authenticated, issued and delivered in accordance with the Indenture and as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Purchase Agreement (Chaparral Energy, Inc.), Purchase Agreement (Chaparral Energy, Inc.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Purchase Agreement (Talos Energy Inc.), Purchase Agreement (Callon Petroleum Co)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized for issuance by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Indenture and the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Purchase Agreement (Tango of Arundel, Inc.), Purchase Agreement (Sugarloaf Gwinnett Entertainment Company, L.P.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantee) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Purchase Agreement (Callon Petroleum Co), Purchase Agreement (Callon Petroleum Co)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantee) will have been duly authorized by the Company and each of the Guarantors Guarantor and, when duly executed, authenticated, issued and delivered in accordance with the Indenture and as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the GuarantorsGuarantor, as guarantor, enforceable against the Company and each of the Guarantors Guarantor in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Purchase Agreement (Swift Energy Co), Purchase Agreement (Swift Energy Co)

The Exchange Securities. On the Closing Date, the unissued Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Tower Automotive Inc)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of related Guarantee will have been duly authorized by the Guarantors respective Guarantor thereof and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantorguarantors, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Reynolds American Inc)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantee) will have been duly authorized by the Company and each of the Guarantors Guarantor and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the GuarantorsGuarantor, as guarantor, enforceable against the Company and each of the Guarantors Guarantor in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Goodrich Petroleum Corp)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Indenture and the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Lender Processing Services, Inc.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights AgreementAgreement and the Indenture, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Warren Resources Inc)

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The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by described in the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Cornell Corrections of Rhode Island, Inc.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered in connection with the exchange offer as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Us Concrete Inc)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors andand when the Exchange Securities are issued, when duly executed, authenticated, issued executed and delivered authenticated as contemplated by the Registration Rights Agreement, the Exchange Securities will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (GeoEye, Inc.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered by the Company as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the IndentureIndenture and Collateral Documents.

Appears in 1 contract

Samples: Purchase Agreement (WXON, Inc.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesGuarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture or the Existing Indenture, as applicable.

Appears in 1 contract

Samples: Purchase Agreement (Petroquest Energy Inc)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Indalex Holding Corp.)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized for issuance by the Company and each of the Guarantors and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the Guarantors, as guarantor, enforceable against the Company and each of the Guarantors in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Superior Energy Services Inc)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guarantees) will have been duly authorized by the Company and each of the Guarantors Guarantor and, when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the GuarantorsGuarantor, as guarantor, enforceable against the Company and each of the Guarantors Guarantor in accordance with their terms, subject to the Enforceability Exceptions, terms and will be entitled to the benefits of the Indenture, subject to the Enforceability Exceptions.

Appears in 1 contract

Samples: Purchase Agreement (Sysco Corp)

The Exchange Securities. On the Closing Date, the Exchange Securities (including the related guaranteesguarantee) will have been duly authorized by the Company and each of the Guarantors andGuarantor, and if and when duly executed, authenticated, issued and delivered as contemplated by the Registration Rights Agreement, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company, as issuer, and each of the GuarantorsGuarantor, as guarantor, enforceable against the Company and each of the Guarantors Guarantor in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Purchase Agreement (Forest Oil Corp)

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