The Registration Rights Agreement Clause Samples

The Registration Rights Agreement. The Registration Rights Agreement has been duly authorized, and will be executed and delivered at the Closing Date, by, and will be a valid and binding agreement of, the Company and each Guarantor, enforceable against the Company and the Guarantors in accordance with its terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally and general principles of equity and except as rights to indemnification and contribution under the Registration Rights Agreement may be limited under applicable law.

The Registration Rights Agreement. The Registration Rights Agreement has been duly authorized by the Company, and on the First Closing Date will be duly executed and delivered by the Company and will constitute a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

The Registration Rights Agreement. The Registration Rights Agreement shall contain the terms and conditions and be in the form attached hereto as Exhibit C.

The Registration Rights Agreement. At the Closing Date the Registration Rights Agreement will have been duly authorized, executed and delivered by, and will be a valid and binding agreement of, the Issuer, enforceable in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles. Pursuant to the Registration Rights Agreement, the Issuer will agree to file with the Commission, under the circumstances set forth therein, (i) a registration statement under the Securities Act relating to another series of debt securities of the Issuer with terms substantially identical to the Securities (the "Exchange Securities") to be offered in exchange for the Securities (the "Exchange Offer") and (ii) to the extent required by the Registration Rights Agreement, a shelf registration statement pursuant to Rule 415 of the Securities Act relating to the resale by certain holders of the Securities, and in each case, to use its best efforts to cause such registration statements to be declared effective. The Registration Rights Agreement will conform in all material respects to the statements relating thereto contained in the Offering Memorandum.

The Registration Rights Agreement. The Registration Rights Agreement has been duly authorized by each of the Partnership Parties. When the Registration Rights Agreement has been executed and delivered in accordance with the terms hereof and thereof by the Partnership Parties, and assuming due authorization and execution by the Representative, it will constitute a valid and binding agreement of each of the Partnership Parties, enforceable against each of the Partnership Parties in accordance with its terms, except as enforcement thereof may be limited by Creditors’ Rights.

The Registration Rights Agreement. The Registration Rights Agreement has been duly authorized by the Company and each Guarantor, and, when duly executed and delivered by the Company and each Guarantor, the Registration Rights Agreement will be a valid and binding agreement of the Company and each Guarantor, enforceable against the Company and each Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law.

The Registration Rights Agreement. The Registration Rights Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and will constitute a valid and binding agreement of, the Company, enforceable in accordance with its terms, except as the enforcement thereof may be limited by applicable concurso mercantil, bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other similar laws now or hereafter in effect relating to or affecting the rights and remedies of creditors or by general equitable principles (whether applied by a court of law or equity), including the principle that equitable remedies may be granted only at the discretion of the court before which any proceeding therefor may be brought (the “Enforceability Exceptions”), and except as rights to indemnification under the Registration Rights Agreement may be limited by applicable law.

The Registration Rights Agreement. The Registration Rights Agreement has been duly authorized and, on the Closing Date, will have been duly executed and delivered by, and (assuming the due execution by the Initial Purchasers) will constitute a valid and binding agreement of, the Company and each of the Subsidiary Guarantors, enforceable against the Company and each of the Subsidiary Guarantors in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles and except as rights to indemnification, contribution or exculpation under the Registration Rights Agreement may be limited by applicable law or public policy.

The Registration Rights Agreement. The Issuer and each Guarantor has all requisite corporate power and authority to execute, deliver and perform its obligations under the Registration Rights Agreement. The Registration Rights Agreement has been duly authorized by the Issuer and each Guarantor and, when executed and delivered by the Issuer and each Guarantor in accordance with the terms thereof, will be validly executed and delivered and (assuming the due authorization, execution and delivery thereof by you) will be the legally valid and binding obligation of the Issuer and each Guarantor in accordance with the terms thereof, enforceable against the Issuer and each Guarantor in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the rights of creditors generally and except as limited by the application of equitable principles when equitable remedies are sought and, as to rights of indemnification and contribution, by principles of public policy. The Registration Rights Agreement will conform to the description thereof in each of the Pricing Disclosure Package and the Offering Memorandum.