Filing and Registration Period. Subject to the terms and conditions of this Agreement, and consistent with the requirements of Applicable Law, Parent shall use commercially reasonable efforts to cause to be prepared and filed with the SEC a Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering such Registrable Securities within ten (10) business days after the issuance of shares of Parent Common Stock in the Merger (each a “Shelf Registration”); Parent shall use commercially reasonable efforts to have such Shelf Registration declared effective as soon as practicable after its filing (and in no event later than eighty (80) days after its filing) and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the “Registration Period”) commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC and ending on the earlier of the date that the shares registered in the Shelf Registration and (a) have been sold pursuant to the Shelf Registration, or (b) may be sold without volume restrictions pursuant to Rule 144 (subject to the normal blackout policies of Parent). Parent shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Registration Period. If a Shelf Registration ceases to be effective for any reason at any time during the Effectiveness Period (other than because all Registrable Securities registered thereunder shall have been resold pursuant thereto or shall have otherwise ceased to be Registrable Securities), the Company shall use its commercially reasonable efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event shall as promptly as reasonably practicable but not more than thirty (30) days amend the Shelf Registration in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file an additional Shelf Registration covering all of the Registrable Securities that as of the date of such filing were registered under the prior Registration Statement. If a subsequent Shelf Registration is filed, the Company shall use its commercially reasonable efforts to cause such Shelf Registration to become effective as promptly as is reasonably practicable but not more than thirty (30) days after such filing and shall use its commercially reasonable efforts to keep such commercially ...
Filing and Registration Period. Subject to the terms and conditions of this Warrant, no later than four months after the Issue Date, or as soon as practicable thereafter, in the case such filing is delayed by circumstances beyond the Company's control, and consistent with the requirements of applicable law, the Company shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). The Company shall use commercially reasonable efforts to have such Shelf Registration declared effective no later than six months after the Issue Date and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC and ending on the date that is the second anniversary of the Issue Date; provided, that such Registration Period shall be extended until Rule 144(k) promulgated under the Securities Act (as such Rule may be amended from time to time, or any similar or successor rule or regulation hereafter adopted by the SEC) is available for the sale of Registrable Securities that are issued pursuant to a net exercise of this Warrant under Section 1.2 prior to the second anniversary of the Issue Date; provided, that in no event shall such Registration Period exceed the date that is the fourth anniversary of the Issue Date. The Company shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Registration Period.
Filing and Registration Period. Subject to the terms and conditions of this Agreement, as promptly as reasonably practicable following the Effective Time of the Merger, and consistent with the requirements of applicable law, HNC shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). HNC shall use its reasonable good faith efforts to have such Shelf Registration declared effective 3 as soon as practicable after its filing and to keep the Shelf Registration continuously effective under the 1933 Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date the Shelf Registration is declared effective under the 1933 Act by the SEC (the "DATE OF EFFECTIVENESS") and ending on the date that is the first (1st) anniversary of the Effective Time of the Merger. HNC shall have no duty or obligation to keep the Shelf Registration (or any Subsequent Registration, as defined below) effective after the expiration of the Registration Period. Accordingly, the Stockholders acknowledge that the Registrable Securities will not be registered under the 1933 Act beginning one (1) year after the Effective Time of the Merger.
Filing and Registration Period. Subject to the terms and conditions of this Agreement, as promptly as reasonably practicable following the Effective Time of the Merger, and consistent with the requirements of applicable law, HNC shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). HNC shall use its diligent efforts to have such Shelf Registration declared effective as soon as reasonably practicable after its filing and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC (the "DATE OF EFFECTIVENESS") and ending on the date that is the first (1st) anniversary of the Effective Time of the Merger. HNC shall have no duty or obligation to keep the Shelf Registration (or any Subsequent Registration, as defined below) effective after the expiration of the Registration Period. Accordingly, the Security Holders acknowledge that the Registrable Securities will not be registered under the Securities Act (and that the Shelf Registration will be cancelled and withdrawn) beginning one (1) year after the Effective Time of the Merger.
Filing and Registration Period. Subject to the terms ------------------------------ and conditions of this Agreement, as promptly as practicable following the Effective Time of the Merger but no later than two whole business days thereafter, and consistent with the requirements of applicable law, Excite@Home shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "Shelf Registration"). Excite@Home shall use commercially reasonable efforts to have such Shelf Registration declared effective as soon as practicable after its filing and to keep the Shelf Registration continuously effective under the 1933 Act for a continuous period of time (such period of time being hereinafter called the "Registration Period") commencing on the date the Shelf Registration is declared effective under the 1933 Act by the SEC (the "Date of Effectiveness") and ending (i) for purposes of Registrable Securities identified under Section 12.1(b)(i) above (including any shares of Excite@Home Common Stock which are Registrable Securities by virtue of Section 12.1(b)(iii) which are be issued as a dividend or other distribution with respect to the Registrable Securities identified in Section 12.1(b)(i)), on the date that is the first anniversary of the Effective Time of the Merger (subject to the normal blackout policies of Excite@Home); and (ii) for purposes of Registrable Securities identified under Section 12.1(b)(ii) above (including any shares of Excite@Home Common Stock which are Registrable Securities by virtue of Section 12.1(b)(iii) which are be issued as a dividend or other distribution with respect to the Registrable Securities identified in Section 12.1(b)(ii)), on the date that is the second anniversary of the Effective Time of the Merger (subject to the normal blackout policies of Excite@Home). Excite@Home shall have no duty or obligation to keep the Shelf Registration (or any Subsequent Registration, as defined below) effective after the expiration of the applicable Registration Period. Accordingly, the Worldprints Shareholders acknowledge that the Registrable Securities identified under Section 12.1(b)(i) (including any shares of Excite@Home Common Stock which are Registrable Securities by virtue of Section 12.1(b)(iii) which are to be issued as a dividend or other distribution with respect to the Registrable Securities identified in Section 12.1(b)(i)) w...
Filing and Registration Period. Within fifteen (15) business days after the Effective Time of the Merger, and consistent with the requirements of applicable law, HNC shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). HNC shall use its reasonable good faith efforts to have such Shelf Registration declared effective as soon as practicable after its filing and to keep the Shelf Registration continuously effective under the 1933 Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date
Filing and Registration Period. Subject to the terms and conditions of this Warrant, no later than May 29, 2003, and consistent with the requirements of applicable law, the Company shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). The Company shall use commercially reasonable efforts to have such Shelf Registration declared effective no later than July 29, 2003 and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC and ending on the date that is the second anniversary of the Issue Date. The Company shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Registration Period.
Filing and Registration Period. Subject to the terms and ------------------------------ conditions of this Agreement, on October 2, 2000, or as soon as practicable thereafter, in the case such filing is delayed by circumstances beyond Keynote's control, and consistent with the requirements of applicable law, Keynote shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "Shelf Registration"). Keynote shall use commercially reasonable efforts to have such Shelf Registration declared effective as soon as practicable after its filing and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "Registration Period") commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC (the "Date of Effectiveness") and ending on the date that is the first anniversary of the Effective Time of the Merger. Keynote shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Registration Period.
Filing and Registration Period. As promptly as reasonably practicable following the Closing (but not later than five (5) business days after the Closing of the Exchange), and consistent with the requirements of applicable law, Intuit shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). Intuit shall use its commercially reasonable efforts to have such Shelf Registration declared effective as soon as practicable after the Closing (with the objective, but not the obligation, of causing the Shelf Registration to be declared effective within sixty (60) days after it has been filed with the SEC) and to keep such Shelf Registration continuously effective under the 1933 Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date the Shelf Registration is declared effective under the 1933 Act by the SEC (the "DATE OF EFFECTIVENESS") and ending on the earlier of (i) the date that is one (1) year after the Closing of the Exchange, or (ii) such time as all Registrable Securities have been sold pursuant to the Shelf Registration. Intuit shall have no duty or obligation to keep the Shelf Registration (or any Subsequent Registration, as defined below) effective after expiration of the Registration Period.
Filing and Registration Period. As soon as practicable after the date hereof, the Company shall prepare and file with the SEC the Registration Statement for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "Shelf Registration"). The Company shall use its best efforts to have such Shelf Registration declared effective thirty (30) days following the filing and to keep the Shelf Registration continuously effective until the earlier of (i) the date on which all of the Registrable Securities are sold by the Investors, or (ii) two (2) years following the effective date of the Shelf Registration, except as provided otherwise herein (the period during which the Registration is to remain effective is referred to herein as the "Registration Period"). The Company shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Registration Period.
