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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles shall use 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 (i) amend the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional Registration Statement covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations. If a Subsequent Shelf Registration is filed, Quintiles shall use its best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Registration Statement continuously effective for the remaining portion of the Shelf Effectiveness Period. As used herein, the term "Shelf Registration" means the Initial Shelf Registration and any Subsequent Shelf Registration.

Appears in 2 contracts

Sources: Registration Rights Agreement (Quintiles Transnational Corp), Share Exchange Agreement (Quintiles Transnational Corp)

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 Shelf 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), Quintiles the Issuers and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional Registration “shelf” Registra­tion Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations”). If a Subsequent Shelf Registration is filed, Quintiles the Issuers and the Guarantors shall use its their 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 Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 2 contracts

Sources: Registration Rights Agreement (Peninsula Gaming, LLC), Registration Rights Agreement (Peninsula Gaming, LLC)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunder), Quintiles the Issuers and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Issuers and the Guarantors shall use its their 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 Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 2 contracts

Sources: Registration Rights Agreement (Majestic Star Casino LLC), Registration Rights Agreement (Majestic Star Casino LLC)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities Registrable Notes registered thereunder), Quintiles the Issuers and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional Registration “shelf” Registra­tion Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations”). If a Subsequent Shelf Registration is filed, Quintiles the Issuers and the Guarantors shall use its their respective best efforts to cause the Subsequent Shelf Registration to become or be declared effective as soon promptly as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 1 contract

Sources: Registration Rights Agreement (155 East Tropicana, LLC)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunder), Quintiles the Issuer and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Issuer and the Guarantors shall use its their respective reasonable best efforts to cause the Subsequent Shelf Registration to become or be declared effective as soon promptly as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 1 contract

Sources: Registration Rights Agreement (Dingley Press, Inc.)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles each of the Issuers shall use 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 (i) amend the such Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf RegistrationSUBSEQUENT SHELF REGISTRATION") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles each of the Issuers shall use 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 equal to the remaining portion number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Effectiveness PeriodRegistration or any Subsequent Shelf Registrations was previously continuously effective. As used herein, herein the term "Shelf RegistrationSHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf Registration.

Appears in 1 contract

Sources: Registration Rights Agreement (Biltmore South Corp)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles the Company and the Guarantors shall use its their best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall shall, to the extent possible, within 30 days of such cessation of effectiveness (i) amend the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Company and the Guarantors shall use its their 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 remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any Subsequent Shelf Registration, was previously effective.

Appears in 1 contract

Sources: Registration Rights Agreement (Terex Corp)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunderthereunder or because the securities registered thereunder may be sold by non-affiliates of the Company pursuant to Rule 144(k) under the Securities Act), Quintiles the Company and the Subsidiary Guarantors shall use its their 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 (i) amend the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Company and the Subsidiary Guarantors shall use its their reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Registration Statement continuously effective for until the remaining portion end of the Shelf Effectiveness Period. As used herein, herein the term "Shelf Registration" means the Initial Shelf Registration and any Subsequent Shelf Registration.

Appears in 1 contract

Sources: Registration Rights Agreement (Prime Foods Development Corp)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities Applicable Registrable Notes registered thereunder), Quintiles the Issuers and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Applicable Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations”). If a Subsequent Shelf Registration is filed, Quintiles the Issuers and the Guarantors shall use its their respective best efforts to cause the Subsequent Shelf Registration to become or be declared effective as soon promptly as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 1 contract

Sources: Registration Rights Agreement (Oasis Interval Ownership, LLC)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles the RRA Parties shall use its best their commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 thirty (30) days of such cessation of effectiveness (i) amend the such Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations”). If a Subsequent Shelf Registration is filed, Quintiles the RRA Parties shall use its best 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 Statement continuously effective for a period equal to the remaining portion number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Effectiveness PeriodRegistration 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 RegistrationRegistrations.

Appears in 1 contract

Sources: Registration Rights Agreement (Kratos Defense & Security Solutions, Inc.)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles each of the Issuers shall use 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 (i) amend the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent ----------------------------- Shelf Registration is filed, Quintiles each of the Issuers shall use 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 remaining portion number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Effectiveness PeriodRegistration or any Subsequent Shelf Registrations was previously continuously effective. As used herein, herein the term "Shelf Registration" means the Initial Shelf Registration and any Subsequent Shelf Registration.------------------

Appears in 1 contract

Sources: Registration Rights Agreement (Muzak Holdings Finance Corp)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunder), Quintiles the Issuer and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional “shelf” Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations”). If a Subsequent Shelf Registration is filed, Quintiles the Issuer and the Guarantors shall use its their respective reasonable best efforts to cause the Subsequent Shelf Registration to become or be declared effective as soon promptly as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 1 contract

Sources: Registration Rights Agreement (Sheridan Group Inc)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities Registrable Securities registered thereunder), Quintiles the Issuer and the Guarantors shall use its their 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 (i) amend file an amendment to the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional Registration “shelf” Registra­tion Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations”). If a Subsequent Shelf Registration is filed, Quintiles the Issuer and the Guarantors shall use its their respective reasonable best efforts to cause the Subsequent Shelf Registration to become or be declared effective as soon promptly as practicable after such filing and to keep such Subsequent Shelf Registration Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration Registration, and any previously filed Subsequent Shelf Registration, was previously effective.

Appears in 1 contract

Sources: Registration Rights Agreement (Sheridan Group Inc)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles the Issuers shall use its their 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 (i) amend the Initial Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities Notes covered by and not sold under the Initial Shelf Registration and not previously sold or an earlier Subsequent Shelf Registration (each, a "Subsequent Shelf RegistrationSUBSEQUENT SHELF REGISTRATION") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Issuers shall use its their 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 the remaining portion remainder of the Shelf Effectiveness Period. As used herein, herein the term "Shelf RegistrationSHELF REGISTRATION" means the Initial Shelf Registration and any Subsequent Shelf Registration.

Appears in 1 contract

Sources: Registration Rights Agreement (General Automation Inc/Il)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunderthereunder or there is no longer any Registrable Preferred Stock outstanding), Quintiles the Company shall use its best commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall within 30 90 days of such cessation of effectiveness (i) amend the Initial Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Preferred Stock (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Company shall use its best 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 Registration Statement continuously effective for until the remaining portion end of the Shelf Effectiveness Period. As used herein, herein the term "Shelf Registration" means the Initial Shelf Registration and any Subsequent Shelf Registration.

Appears in 1 contract

Sources: Registration Rights Agreement (American Communications Services Inc)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles each of the Issuers shall use 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 (i) amend the such Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file (iiand cause any then existing Subsidiary Guarantor to file) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles each of the Issuers shall use 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 equal to the remaining portion number of days in the Effectiveness Period less the aggregate number of days during which the Initial Shelf Effectiveness PeriodRegistration or any Subsequent Shelf Registrations was previously continuously effective. As used herein, herein the term "Shelf Registration" means the Initial Shelf Registration and any Subsequent Shelf Registration.

Appears in 1 contract

Sources: Registration Rights Agreement (Southwest Royalties Holdings Inc)

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 Shelf Effectiveness Period (other than because of the sale of all of the securities registered thereunder), Quintiles the Issuers and the Guarantor shall use its their 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 (i) amend the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or (ii) file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities covered by the Initial Shelf Registration and not previously sold Notes (a "Subsequent Shelf Registration") for an offering to be made by the holders on a delayed or continuous basis under the Regulations). If a Subsequent Shelf Registration is filed, Quintiles the Issuers and the Guarantor shall use its their reasonable best efforts to cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Registration Statement continuously effective for a period equal to the remaining portion number of days in the Shelf Effectiveness Period. As used herein, Period less the term "Shelf Registration" means aggregate number of days during which the Initial Shelf Registration and or any Subsequent Shelf Registration.Registration was previously continuously effective. As used herein the

Appears in 1 contract

Sources: Registration Rights Agreement (Insight Communications of Central Ohio LLC)