Common use of Timing and Manner of Sales Clause in Contracts

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 No sale of Registrable Securities -------------------------- pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 1.2 may be made only except during a "the Permitted Window" Window (as defined in Section 12.2(g1.2(h) below). In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 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 (which methods of distribution shall be in standard and customary form for non-underwritten re-sale offerings pursuant to registration statement on Form S-3) 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 A Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Excite@Home HNC with a written opinion of counsel, satisfactory to counsel to Excite@Home acting in a reasonable mannerHNC, 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 exemption(s) 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 1.2 may be made only during a "Permitted Window" (as defined in Section 12.2(g1.2(g) below). In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 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). Subject to any other agreements between the Holder and Excite@Home or Surviving Corporation, notwithstanding the terms and conditions of this Section 12, a A Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Excite@Home HNC with a written opinion of counsel, satisfactory to counsel to Excite@Home acting in a reasonable mannerHNC, that such offer and sale is an exempt transaction under the Securities 1933 Act and applicable state securities laws, complies with all requirements for such exemptions 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 Shelf Registration or a Subsequent Registration under this Section 12.2 13.2 may be made only during a "Permitted Window" (as defined in Section 12.2(g13.2(g) below). In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 13.2 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 At 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 At Home with a written opinion of counsel, satisfactory to counsel to Excite@Home acting in a reasonable mannerAt Home, that such offer and sale is an exempt transaction under the Securities 1933 Act and applicable state securities laws, complies with all requirements for such exemptions exemption(s) and is not made with use of the prospectus for the Shelf Registration (or Subsequent Registration, if applicable).

Timing and Manner of Sales. Any No sale of Registrable Securities -------------------------- pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 1.2 may be made only except during a "Permitted Window" (as defined in Section 12.2(g1.2(h) below). In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 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 (which methods of distribution shall be in standard and customary form for non-underwritten re-sale offerings pursuant to registration statement on Form S-3) 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 A Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Excite@Home HNC with a written opinion of counsel, satisfactory to counsel to Excite@Home acting in a reasonable mannerHNC, 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 exemption(s) 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 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 mannerExcite@Home, that such offer and sale is an exempt transaction under the Securities 1933 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 a "Permitted Window" (as defined in Section 12.2(g) below)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, 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 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 Excite@Home Parent with a written opinion of counsel, satisfactory to counsel to Excite@Home 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 of Registrable Securities -------------------------- pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 1.2 may be made only during a "Permitted Window" (as defined in Section 12.2(g) below)the Registration Period. In addition, any sale of Registrable Securities pursuant to a Shelf Registration or a Subsequent Registration under this Section 12.2 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). Subject to any other agreements between the Holder and Excite@Home Extreme or Surviving Corporation, notwithstanding the terms and conditions of this Section 121, a Holder may also sell Registrable Securities in a bona fide private offering if the selling Holder provides Excite@Home Extreme with a written opinion of counsel, satisfactory to counsel to Excite@Home Extreme 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), or if such resale is made in accordance with Rule 144 promulgated under the Securities Act (or successor provisions).