Timing and Manner of Sales. Any sale of Registrable Securities -------------------------- pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 may be made only during a "Permitted Window" (as defined in Section 12.2(g) below). In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the registration statement for the Shelf Registration (or Subsequent Registration, as applicable) and permitted by such form of registration statement, which methods of distribution will be specified by the Holders in their Notice of Resale (as defined below). Subject to any other agreements between the Holder and Excite@Home or Surviving Corporation, notwithstanding the terms and conditions of this Section 12, a Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Excite@Home with a written opinion of counsel, satisfactory to counsel to Excite@Home acting in a reasonable manner, that such offer and sale is an exempt transaction under the Securities Act and applicable state securities laws, complies with all requirements for such exemptions and is not made with use of the prospectus for the Shelf Registration (or Subsequent Registration, if applicable).
Timing and Manner of Sales. Any sale of Registrable -------------------------- Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 may be made only during the Registration Period. In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the registration statement for the Shelf Registration (or Subsequent Registration, as applicable) and permitted by such form of registration statement. Subject to any other agreements between the Holder and Parent or Surviving Corporation, notwithstanding the terms and conditions of this Section 12, a Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Parent with a written opinion of counsel, satisfactory to counsel to Parent acting in a reasonable manner, that such offer and sale is an exempt transaction under the Securities Act and applicable state securities laws, complies with all requirements for such exemptions and is not made with use of the prospectus for the Shelf Registration (or Subsequent Registration, if applicable).
Timing and Manner of Sales. Any sale or other disposition of Registrable Securities pursuant to the Shelf Registration may be made only in accordance with Section 6(c)(v). In addition, any sale of Registrable Securities pursuant to a registration effected under this Section 6(c) may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the "Plan of Distribution" or similar section of the Shelf Registration.
Timing and Manner of Sales. Any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 1.2 may be made only during a "Permitted Window" (as defined in Section 1.2(g) below). In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 1.2 may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the registration statement for the Shelf Registration (or Subsequent Registration, as applicable) and permitted by such form of registration statement, which methods of distribution will be specified by the Holders in their Notice of Resale (as defined below). A Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides HNC with a written opinion of counsel, satisfactory to counsel to HNC, that such offer and sale is an exempt transaction under the 1933 Act and applicable state securities laws, complies with all requirements for such exemption(s) and is not made with use of the prospectus for the Shelf Registration (or Subsequent Registration, if applicable). Each Holder agrees that it will not sell any Registrable Securities in any manner that would breach or violate any agreement between such Holder and any third party.
Timing and Manner of Sales. Any sale of Registrable Securities pursuant to a Registration Statement under this Section 1.2 may only be made if in accordance with the method or methods of distribution of such Registrable Securities that are described in the Registration Statement or the Prospectus and permitted by such form of registration statement. Subject to any other agreements between the Stockholders and Acquirer, a Stockholder may also sell Registrable Securities in a bona fide private offering if the selling Stockholder provides Acquirer with a written opinion of counsel, satisfactory to counsel to Acquirer acting in a reasonable manner and upon which such opinion Acquirer is permitted to rely, that such offer and sale is an exempt transaction under the Securities Act and applicable state securities laws, complies with all requirements for such exemptions and is not made with use of the Prospectus or the Registration Statement.
Timing and Manner of Sales. Any sale of Registrable Securities pursuant to a registration hereunder may be made (i) only during a "Permitted Window" (as defined in Section 1.2(f) below) and (ii) only in accordance with a method of distribution described in the Registration Statement and specified by the Holders in their Notice of Resale (as defined below). Subject to Section 2 hereof and Section 3 of the Purchase Agreement, a Holder may also sell Registrable Securities in a bona fide private offering if the offer and sale are exempt under the 1933 Act and applicable state securities laws, provided that such Holder will, at Company's request, furnish Company a written opinion of counsel, reasonably satisfactory to counsel to Company, to the effect that such offer and sale are so exempt.
Timing and Manner of Sales. Any sale of Registrable -------------------------- Securities, in whole or in part, pursuant to the S-1 Shelf Registration or the S-3 Shelf Registration, as applicable, under this Section 1.2 may be made only during a "Permitted Window" (as defined in Section 1.2(f) below). In addition, any sale of Registrable Securities pursuant to a the S-1 Shelf Registration or the S-3 Shelf Registration, as applicable, under this Section 1.2 may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the registration statement for the S-1 Shelf Registration or the S-3 Shelf Registration, as applicable, and permitted by such form of registration statement, which methods of distribution will be specified by the Holders in their Notice of Resale (as defined below).
Timing and Manner of Sales. Any sale of Registrable Securities pursuant to a Holder Registration under this Section 2 may be made only during the Registration Period. In addition, any sale of Registrable Securities pursuant to a Holder Registration under this Section 2 may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the registration statement for the Holder Registration and permitted by such form of registration statement. Subject to any other agreements between the Holder and Buyer, notwithstanding the terms and conditions of this Agreement, the Holder may also sell Registrable Securities in a bona fide private offering if the Holder provides Buyer with a written opinion of legal counsel, satisfactory to Buyer’s legal counsel acting in a reasonable manner, that such offer and sale is an exempt transaction under the Securities Act and applicable state securities laws, complies with all requirements for such exemptions and is not made with use of the prospectus for the Holder Registration.
Timing and Manner of Sales. Any sale of Registrable Securities pursuant to a registration hereunder may be made (i) only during a "Permitted Window" (as defined in Section 1.2(h) below) and (ii) only in accordance with a method of distribution described in the Registration Statement and specified by the Holders in their Notice of Resale (as defined below). A Holder may also sell Registrable Securities in a bona fide private offering if the offer and sale are exempt under the 1933 Act and applicable state securities laws, provided that such Holder will, at Concur's request, furnish Concur a written opinion of counsel, reasonably satisfactory to counsel to Concur, to the effect that such offer and sale are so exempt.
Timing and Manner of Sales. Any sale of Registrable Securities pursuant to a Shelf Registration under this Section 12.2 may only be made in accordance with the method or methods of distribution of such Registrable Securities that are described in the registration statement for the Shelf Registration and permitted by such form of registration statement, which methods of distribution will be specified by the Holders in their Notice of Resale (as defined below). Subject to any other agreements between the Holder and Parent or Surviving Corporation, a Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Parent with a written opinion of counsel, satisfactory to counsel to Parent, that such offer and sale is an. exempt transaction under the Securities Act and applicable state securities laws, complies with all requirements for such exemptions and is not made with use of the prospectus for the Shelf Registration.
